This Side of Paradise
by CaptainVampireKing
Summary: Chloe Price is no stranger to love. She's experienced all kinds of it. Family love, best friend love, fling love, lover love. And she's had her heartbroken by each. She thought she could no longer be taken by surprise when it came to it. So, why is it that, when this girl runs into her with her skateboard, she feels so...strange?
1. Chapter 1

**Greetings one and all to another song-based story. This one is based off of a song by the very talented Hayley Kiyoko,** ** _This Side Of Paradise_** **. Unlike my first story,** ** _At A Glance_** **, this one actually has a clear enough path that I want to take it down. I hope I can keep it that way :) Of course, I'll be sure to tell you guys if anything changes!**

 **...**

 _ **~False start, ya sleepyhead**_

 _ **I'm caught up in the day with my night dreams**_

 _ **And my mistakes...~**_

It's early morning in Arcadia Bay, no later than eight o'clock. The usual traffic is active outside with the usual honking and pleasant calls of 'good morning' and 'hey'. It's a somewhat cloudy day, which results in only minor sunlight streaming into bedroom windows. One window in particular has a curtain that casts the sunlight in multicolor on a teenage punk's floor and bed. Her head was buried under her pillow and her blankets were haphazardly tangled around her legs.

But she was awake. Well, for the most part. She was in that middle space of alertness and unconsciousness. She could hear the birds outside her window and could see her dreams forming before her eyes at the same time. It was really the only rest she'd ever get. The only kind of rest she's gotten in the past five years. Chloe Price could never properly get to sleep no matter what she tried. And if she did, it wasn't for long. Sometimes she didn't mind not sleeping, though. Because she hated her dreams. They wouldn't leave her alone, and it made her want to drown her brain in bleach.

Like the one she had last night.

It was about her father. The day he... She didn't want to think of the word. But it hurt no matter what. If only her mother didn't need a ride home that day. He'd still be around. She blames her mother for that. Didn't speak to her for weeks. She refused to even look at her. She knew she was being harsh, and she knew she was being unreasonable. But how could she see she was wrong when her heart was broken?

A chime from her phone caused Chloe to start a bit and groan quietly. The blue haired girl turned over onto her side facing the wall. She reached down and picked her phone up off of a box below and brought the device up to her face. She shifted onto her back and rubbed her eyes with her free hand to clear the sleep from them. When the phone came back into focus, Chloe saw that she had one new text message. Who has the nerve to text her this early in the morning?

Cursing under her breath, Chloe unlocked her phone and opened up the message. Her anger dissipated when she saw who it was.

 **Rachel: get your ass up girl**

Chloe rolled her eyes.

 **Chloe: and what if I don't?**

 **Rachel: just get up**

 **Chloe: but its fucking monday**

 **Rachel: you big baby. get up and be over here in 30.**

Chloe groaned again and sat up, stretching her arms over her head. She ran a hand through her hair. Rachel was lucky she was Chloe's best friend, otherwise she would cuss her out for making her get up this early. Chloe detangled her legs from the blanket and stood up, leaving her phone on the bed.

 _The fuck does she want anyway?_

Chloe walked over to her closet, sulking as she did so. She roughly yanked open the door and scanned her exhausted gaze over her wardrobe. She could go with the usual, her Misfit Skull tank, torn black jeans, leather jacket and purple beanie. Or, she could change it up a bit. No one really cared anyway what she wore. So long as it wasn't overly revealing, her mother never got on her case about it. Not that she'd have to worry. Chloe wasn't that kind of girl.

After a thoroughly wasted four minutes of looking through her clothes, she settled on a light blue button down flannel (deciding to leave it unbuttoned), a black t-shirt, blue jeans with minor tears, and a red cap that she'd wear backwards. She was feeling more tomboyish than punk that day. She gathered her choice of outfit and wandered towards the bathroom.

"Oh, Chloe."

Joyce was exiting her room just as Chloe started to enter the bathroom. She was already in her uniform and was finishing pinning up erh hair. Chloe looked at her, her grumpy expression still set in place. "I'm surprised to see you up this early. Especially on a Monday."

Chloe scoffed. "Rachel texted me." It came out harsher than she'd meant it to, and the huskiness of her voice didn't help.

Of course, Joyce knew how her daughter was. "Rachel? How's she doin'?"

"Fine, mom." Chloe was growing impatient. The longer she stood here making small talk with her mother, the more aggravated she would get. "Can I go shower now?"

"Alright, alright. I'm off to work, so I'll see you later." Joyce kissed Chloe's cheek, and Chloe kept herself from flinching away. It wasn't anything against her mother, it was just too early. "I love you, darlin'."

"Love you, too." Chloe said.

As soon as her mother turned away from her, Chloe closed the bathroom door behind her and set her stuff on the basin of the sink. She turned on the shower and adjusted the temperature to one she could manage. She undressed and climbed in, sighing contentedly when the water hit her skin. Aside from coffee, this was the next best thing to wake Chloe up.

 _I wonder if Joyce made coffee this morning._ she thought as she started washing her hair. Her hair was fading and her roots were starting to come in again. She made a mental note to redye it later.

Ten minutes later, Chloe was toweling herself off and getting dressed. She grabbed a comb and ran it through her still slightly damp locks and topped her head with the red hat. A brief once over in the mirror and Chloe went back to her room, tossing her pajamas in the direction of her duffle bag she used for dirty clothes. It was overflowing. She needed to do laundry. She grabbed her phone just as it vibrated and sounded that she had a message. She checked it.

 **Rachel: better be on your way**

 **Chloe: keep your panties on, im headed out the door now**

She tucked her phone in her pocket and snatched up her keys from her desk. Just as she went for the door, she turned to look at her bed to a small metal box sticking out from under it. Chloe rocked on her heels for a second before giving in to her instinct. She crossed to her bed and knelt down, pulling the box out. It had a number lock on it. She put in the code and the lock came undone. Chloe removed it and opened the box. She reached in and pulled out her 'little toy', as she sometimes referred to it being.

A shiny black pistol.

Chloe flipped open the bullet chamber.

 _Three bullets. Sweet._

Chloe put the lock back in place and tucked the box back under it. She stood and tucked the gun in the waistband of her jeans, using her shirt to cover it. With that taken care of, Chloe left the house.

Fifteen minutes later, she's pulling into the Blackwell Academy parking lot. She drove around it a bit before thinking _'Fuck it'_ and carelessly double parked in the handicapped spot. She wouldn't be long anyway. It didn't matter either way, she simply didn't give a fuck. Chloe climbed out of the cab of her truck, slamming the door behind her intentionally. If she had to be out and about, and be hella pissed about it, she wanted to let people know.

Chloe headed up the stairs, casting sideways glances in both directions. If there was any chance of her step-douche being around, she wanted to be ready to take cover. With each step she took, she glanced the other way. When she looked to the left, and didn't see what was coming from the right.

"Look out!"

She didn't hear it quick enough. Just as she looked, she saw a flash of green crash into her. Chloe stumbled back, heard a clattering sound, a loud _"oof!"_ and something hit her ankle. She turned to look at the newcomer, eyes blazing and hands clenched.

"Watch where the fuck you're going-"

Chloe froze. Her sentence caught in her throat. Her arms and hands loosened. Sitting on the ground was a girl, not too much younger than Chloe herself. She was definitely smaller, with short brown hair sticking out from her green helmet. She was wearing a pink shirt with a doe on it that read Jane and light gray jeans with a similar colored jacket. She was rubbing her wrist and her expression was twisted in pain, from what Chloe could see since her head was cast down.

"Shit, are you okay?!"

A boy came running up behind the girl. He had scraggly brown hair, a blue shirt with a box saying Meow, and blue jeans on. He knelt down beside the girl, his arms going around her to help her up. The girl winced and looked up at the boy. Chloe's heart seized. She had freckles dusting her cheeks and her eyes were a captivating blue, though slighter darker than Chloe's.

"Yeah, I'm okay, Warren." the girl said. "My wrist just hurts."

It was then that Chloe heard her name being called from behind her. When she looked she saw Rachel coming her way, grinning ear to ear. She waved she she saw that Chloe recognized her. Chloe could feel the eyes of the girl and Warren boring into her, but she couldn't make herself act on it.

"Hey, Max- woah." Rachel said when she reached them, the smile on her face disappearing. "What happened here?"

Chloe snapped back into her senses. "She ran into me." She mentally kicked herself when she realized her voice hadn't caught up with her composure. It camed out annoyed and tense.

"It-it was an accident." Max said meekly. A blush appeared on her face. "I tried to warn her... but I was too late."

Rachel rested a hand on Chloe's shoulder. "Calm down, bulldog. It was an accident. Max is the most accident-prone chick I know." Rachel laughed when Max looked down. "Chloe, this is Max Caulfield and Warren Graham. Guys, Chloe Price."

"Nice to meet you." Warren said.

"Hi." Max said. Chloe felt a stab in her chest when she figured out that Max was avoiding looking her in the eyes. She must've scared the poor girl when she yelled.

"I'm...sorry, for going off." Chloe said. She tried to make her voice softer, be more careful with her words. She added a reassuring smile to the mix. "It's just been that kind of morning, y'know?"

She felt instant relief when a shy smile graced Max's features and she nodded. Rachel cleared her throat and leaned over Chloe's shoulder. "We'd better be going and you need to get some ice on your wrist. I'll catch you dudes later."

Before she turned away, Chloe looked down to see what hit her ankle. It was Max's skateboard. She bent down and picked it up, still looking at it before giving her attention to Max. She held the board out to her. "Here."

Max took the board with her good hand and finally properly locked gazes with Chloe. Her blue eyes were wary, but intrigued at the same time. Chloe could look into them all day.

"Thank you." Max said.

Chloe felt Rachel's hand grab her by her elbow and tug impatiently. "Come on, Chloe."

The bluenette gave in and turned away from Max, walking away from the scene with Rachel. Rachel smirked as she tucked her hands in her pocket. "Nice first impression, Price."

"Why have you never mentioned this Max girl before?" Chloe found herself asking. The thought didn't even process before it was out of her mouth.

"Aww, don't be jealous Chlo." Rachel teased. "She's just a girl in my photography and Calculus class."

"Still." Chloe huffed.

"What? Are you getting a crush on her or something?" The snicker under Rachel's tone was obvious and Chloe rolled her eyes.

"You're fucking ridiculous." she said, but chuckled herself.

"But you're not denying it!"

"Whatever."

The conversation drifted from there and Chloe couldn't help but look back. When she did, she could see Max and Warren heading in the direction of the school, probably on their way to the nurse. Warren had taken Max's skateboard and had it tuked under his arm. Even from the distance she was at, she could see that Warren was talking. But she could also see that Max wasn't paying him any attention.

Because she was looking back at Chloe.

 **...**

 **That's all for this chapter! I hope you liked it and if you did, then please leave a favorite, follow or review! They're much appreciated :)**

 **Also, I know that Max says "can't skate worth shit", but I had this vision in my mind of Max actually on a skateboard and doing pretty okay until she crashes into something (or someone, I.e Chloe.)**

 **CaptainVampireQueen awaaay!**


	2. Chapter 2

**Phew, I'm relieved you guys enjoyed the first chapter :) That makes me really happy! To show my thanks, here's another chapter for you!**

 **Oh! And since I couldn't fit it in, here's an alternate summary for Max's occasional POV: Max Caulfield, on the other hand, is completely lost when it comes to love. She's had a few crushes here and there, but nothing that got too serious. Which is why, when she crashes into this girl with her skateboard, she doesn't understand what she's feeling.**

 **...**

 _ **~Tell your vision, no, you're acting**_

 _ **The little boys go on pretending**_

 _ **They're wide awake...~**_

"How long do you have to wear the brace for?"

"Only a week. It's just a sprain, I'll be better by Saturday."

Max was sitting with a best friend of hers, Kate Marsh, in their favorite tea shop. It was mid-afternoon now and they decided to spend some time together during their lunch break. Plus, Max felt like she needed a nice relaxing moment after spending most of her morning with the nurse. Kate had her hand wrapped around her cup and Max was looking down into hers. While she loved being with Kate, she couldn't help her mind wandering into dangerous territory. Well, at least _she_ considered it dangerous since it had to do with the girl she ran into earlier that morning.

 _Chloe_.

The name was in no way foreign, nor was it difficult to say. Max knew another Chloe in Seattle when she lived there for five years. But she found herself tasting the two syllables, reveling in them. It made her feel tingly inside. It also made her wonder why Rachel didn't mention her before. Max would surely remember if Rachel had mentioned a Chloe Price, right?

"Max? Are you still with us?" Kate's voice was light and teasing, but Max could still hear genuine worry underneath it all.

"O-oh, um, yeah. Sorry." Max flushed and, to give herself something to focus on, grabbed her tea and took a sip.

Okay, more like a nervous gulp that scorched her throat and it made her sputter a bit. Kate handed her a napkin to wipe her mouth and Max took it, flashing Kate an apologetic and embarrassed smile. What was going on today?

"What happened, again? To your wrist?" Kate asked.

Max blushed deeper and started picking at her nails under the table. "I was skateboarding this morning. _Trying_ to, anyway. But this girl came out of nowhere and I crashed into her and hit the ground pretty hard."

The brunette couldn't help but relive the impact. She could feel the shock and pain all over again. It ran through her like electricity, and it took everything in her not to wince when she remembered the way Chloe snapped at her. And she remembered when she stopped, watching her like she was sizing her up or something. Max felt weighted under Chloe's heavy gaze.

"Do you know who this girl is?" Kate continued.

"Um... I know for sure she's friends with Rachel." Max pretended to rack her brain for the answer like she hadn't been thinking about it since she heard it. "Chloe, I think. Chloe Price."

This time is was Kate that gave an unexpected response. Her eyes widened slightly and her hand visibly tensed around her cup. "Chloe Price?"

 _Okay, there's something clearly up with this girl if her name made Kate react this way._ Max thought. "Yeah. Do you know her?"

"N-not personally, no." Kate relaxed a bit, but there was still a warning in her eyes that Max wanted to understand. "But she's the kind of person that has a name and reputation everyone knows. I can see why Rachel would be friends with her, she gets along with everyone, but..."

"Wait, reputation?" Max felt her heart sink at that. Of _course_ this girl would have a reputation.

"Drugs, a DUI, expulsion, vandalism." Kate ticked off her fingers. "Those are just off the top of my head, though I will admit she was expelled over something ridiculous. I'm not quite sure what it was. I do know that her step-father was in her face about it later on."

"He sounds like an asshole." Max muttered.

"Worse than that, Max. He's the head of security at Blackwell." Kate's voice dropped like she feared they'd be heard. But Arcadia Bay was the kind of town where everyone pretty much knew everyone (which is why Max couldn't decipher why she didn't at least recognize Chloe's name. If she was really as bad as Kate said, she would've heard something. Right?)

"You can't mean David Madsen." Max was whispering, too.

"That's exactly who I mean." Kate frowned. "Chloe's biological father was killed in a car accident five years ago, and her mother married him two years later."

Max sat back in her chair, trying to process everything she'd just learned about a girl she just met today. Let alone that she was told these things by _Kate_ , who is the last person you'd expect to be caught up in drama and gossip. Kate, also seeming to realize this, blushed a bit and straightened up. She twirled her stirrer around in her tea.

"All I'm saying is that you should be careful, Max." she said finally. "I feel Chloe is bad news, and I don't want you get involved or hurt."

"It's nice that you care, Kate. I'll be careful. Promise." Max smiled warmly at her.

And crossed her fingers under the table.

 **...**

 _Okay, Max, you can do this._

Max felt bad for lying to Kate. She really did. But her curiosity about this Chloe girl was beating her, and that curiosity brought her to the door of Rachel Amber's dorm room. If there was anyone that could give her the answers she's craving it would be Rachel. She looked like she was best friends with Chloe. Max and Rachel may not of been best friends, but they were close enough. Rachel even told her once that if she ever needed anything, Max could come to her.

And Max needed to know about Chloe.

Very hesitantly, Max raised her hand and knocked once. Twice. There was a moment of silence and Max heard shuffling behind the door. The lock clicked and the door opened, revealing Rachel. The taller girl smiled when she saw Max and leaned against the door frame casually, crossing her arms.

"Max." Rachel said. She glanced down and nodded at the brace on Max's wrist. "It's not broken, is it?"

"Ah, no. Just sprained." Max said. She suddenly felt awkward standing there.

"That's good. But I wouldn't mind forcing Chloe to pay a couple medical bills." Hearing Chloe's name caused a twinge in Max's chest, but she covered it with a laugh at Rachel's joke. "So, what can I help you with?"

"It's...um..." _Dog, how do I say this without sounding like a total creep?_ "It's actually about Chloe..."

Rachel's eyebrow arched in surprise. She grinned teasingly. "Now what would a girl like you want to talk about Chloe Price for?"

Max felt the heat rise in her cheeks. "Is... she okay?"

Rachel's expression went blank and she blinked at Max. There was a heavy silence and Max could feel it pushing against her. And when Rachel suddenly began to laugh, Max bit her lip. She felt like a child that had just been scolded for doing something bad. She actually wanted to cry.

"You're more confusing than I thought, Max." Rachel said when her laughing fit was done. "You're the one with the brace, but you ask about how she is." She shook her head, but her smile was fond. She stepped back and gestured into her room. "Come in and we'll talk."

Max opened her mouth to say something but she felt like all the oxygen was cut off from her brain. She couldn't form a proper sentence and instead looked like a fish out of water. Rachel rolled her eyes and pulled her in, closing the door behind her. With her hands on her shoulders, Rachel moved Max to sit on the bed before walking over to her dresser.

"You know, it's funny." she said as she searched through her drawer. "Chloe asked me to tell her how you are when she dropped me off."

"W-what?" Max managed to squeak.

"Don't believe me?" Rachel turned around, holding something between her fingers. At a closer look Max realized it was a joint. Rachel noticed her looking and held it out to her after she lit it. "Want a drag?"

"No. I'm good." Max shook her head. "But did Chloe really tell you to let her know how I was?" Rethinking everything that Kate had told her, finding out that Chloe cared about her well-being was the last thing she expected to hear.

Rachel nodded solemnly. The lit end of the joint burned brighter when she took a puff from it, holding the smoke in her mouth before letting it out slowly through her nose. Max watched it dissipate into the air. "She did. I promised her I would, but..."

"But what?" Max said.

Rachel turned around and placed her weed in her ashtray before walking over to her desk and picking up a notebook and a pen. She tore out a section of paper and scribbled something down. Smiling to herself, she went to Max and grabbed her hand. Her other hand clasped over it and Max felt the material of the paper tickle her palm. Confused, she looked up at Rachel. She was grinning from ear to ear.

"You can tell her yourself."

Max's hand jerked back in surprise, which made the paper slip out and hit the floor. Rachel sighed heavily and dropped her arms in exasperation. "What?! I can't do that!" Max cried.

"And why not?" Rachel said. She was clearly impatient and annoyed. This wasn't how she thought it'd go.

"B-because-" _Because we barely know each other? Because it'll be awkward? Because I can't understand why this girl makes me feel so damn confused?_ Any of those would've been legitimate reasons.

"Max." Rachel's tone was firm. "I'm gonna ask you a serious question, and I want you to answer honestly."

"O-okay..." Max said.

"Do you think you like Chloe?"

And there it was again. The rapid beating of her heart, the sudden spike of heat in her cheeks, the onslaught of butterflies in her stomach. Rachel's eyes were burning into her and she tried not to pretend that they already knew the answer before she had it figured out herself. "I..." Rachel's eyebrows raised in expectation. "I... I don't know..."

Disappointment clouded over Rachel's features and she stood straight. She combed her fingers through her hair and ruffled it slightly. "I'm gonna pretend like you didn't just lie to me and tell you to just go for it."

"Rachel, I-I don't even know if I like girls-" Max began before Rachel gave her the _'are you fucking kidding me right now'_ face.

"Dude! Okay, listen to me." Rachel took a breath and picked up the slip of paper off the floor. She took Max by the wrist and pulled her off the bed, leading her over to her door. She opened it and turned to Max, practically shoving the paper in her hands. "Take this paper, go to your room, take out your phone. I'm sure you can figure out the rest from there, yeah?" She didn't wait for Max to reply and eagerly shoved her out the door. "Good. Bye!"

Max flinched, both from the pressure inflicted on her hand and Rachel shutting the door, and stood there for a moment. Her hand tightened around the paper in her hand and she looked down at it. She bit her lip.

 _Why is Rachel so determined to get me and Chloe together? Does she know something we don't? Something_ I _don't know?_

Max decided that she'd had enough of looking like a lost puppy outside Rachel's door and, like a zombie, made her way to her room. She shut the door quietly behind her like she was scared of disturbing someone's rest. And, to be honest, she was. She was disturbing her own rest. Her heart hadn't stopped pounding in her chest and she could feel it reverberating off of every nerve within her when she sat down on her bed. With trembling fingers, Max unfolded the slip of paper. On it, ten digits were scribbled in Rachel's elegant penmanship. The color of the pen ink was blue. Electric blue like Chloe's faded hair. She bet Rachel did that on purpose.

It was effective in making Max recall when she ran into Chloe. The panic she felt when she saw the fire in Chloe's eyes as she started to cuss her out, the sense of confusion when that fire quickly diminished when she saw Max. The defined rush of static that coursed her veins when she could tell that Chloe was trying to tone down her diction for her sake. There was an apologetic and warm glint that took the space the fire left behind when she handed Max her skateboard. Max experienced loss when she watched and felt Chloe's hand move away from the board.

And how could she deny the warm sensation that pooled in her stomach when she caught Chloe looking at her as they were walking away from each other?

Maybe Rachel knew what she was doing when she gave Max this paper.

 _What have you got to lose, Caulfield? Your pride? Your dignity?_

Her eyebrows furrowed together and her jaw set.

 _Fuck it._

Max unlocked her phone and opened up her phone. Pausing in between each number she punched in, Max felt her confidence waver. She held her breath as she typed out her message. If she thought about what to say, her restraint would kick in again and she doubted she'd ever try to do it again. Reading it over, Max nodded to herself-

-and hit send.

 **...**

 **Aaaaand there! I hope you guys enjoyed the next installment of _This Side of Paradise_! I should tell you guys now that just because the lyrics are in a certain chapter, that doesn't mean it is meant for it. It could be foreshadowing a future chapter or referencing a previous chapter. Know that the lyrics are in order, though :)**

 **CaptainVampireQueen awaaay!**


	3. Chapter 3

**AI don't know what it is about this story that's giving me a nostalgic feeling. Maybe as I write it, I'll figure it out :)**

 **...**

 ** _~I'll settle on the dust_**

 ** _Settle on the dust...~_**

 _"Chloe, are you up there?"_

 _And just like that, Chloe's second of peace was ruined. She rolled her eyes and quickly got up from the bed to turn her music off, but she wasn't quick enough. As soon as she hit the off button, she could hear him yelling again._

 _"How many times have I told you to stop blasting that punk shit?!" he said._

 _"Dude, the music's not even on!" she snapped back, then added under her breath, "Asshole." It was bad enough that he got on her case about everything, but to cuss her out over her music taste was just one step over the line out of the many strides he took._

 _"I'm coming up there, we need to talk!"_

 _"No fucking way!" Chloe mumbled to herself. She could hear David's thudding footsteps get closer and closer. Chloe rushed over to her window and stamped the blunt out on the sill before tossing it out. She was thankful she'd thought about locking the door to her room when the doorknob jiggled. She frantically tried to fan the smoke clouding up her room out the window, but she knew it wouldn't do any good. That guy had a nose like a goddamn bloodhound._

 _"Chloe, what's going on in there?!" David yelled. "Open this door!"_

 _"I'm changing, that cool with you?!" Chloe snapped back. She turned the fan on in the corner of her room and hoped that would help._

 _"Chloe!" David was getting pissed off._

 _"Chill, my bra is stuck!" Chloe lied so easily through her teeth._

 _"Unlock this door now!"_

 _"Shit."_

 _Chloe stomped up to her door and unlocked it, yanking it open to reveal her stepfather. He was glaring at her like a hungry animal ready to pounce on his prey. Chloe stepped back when he forced himself into her room._

 _"What's going on in here?"_

 _"Jesus, I was just trying on clothes. You're so friggin' paranoid." Chloe huffed. She crossed her arms and looked away from him._

 _"Yeah. Combat will do that to you." David said._

 _Chloe rolled her eyes._ So many fucking excuses. _She thought as she turned around on her heel. She sat down on the edge of her bed and leaned back on her hands, watching him walk over to her desk and look at it._

 _"One of my guns is missing." he said finally. Chloe took a breath and David looked at her. His eyes read obvious suspicion and anger. "Did you take it?"_

 _"Oh, gawd, I didn't take your stupid gun." Chloe groaned. "You do know I believe in gun control-"_

 _"Wait," David cut her off. He took a deep breath and his expression set in disgust. "Is that grass I smell? Have you been toking up in here again?!"_

Busted.

 _"Oh yeah, guns, weed." Chloe got up from her bed. "You're trippin' balls."_

 _"I am sick of your constant disrespect." David said. "Tell me the truth, that's an order! Whose is it?"_

 _Chloe could feel every muscle in her arms and legs twitching in agitation. Her hands clenched defensively. Did he really think she had someone hiding somewhere in her room? Where the fuck would they be? The closet? If anyone was there, he'd see them for sure through the openings with his eagle vision and all that bullshit. Under the bed was too small and out the window was too steep for anyone to stay there for more than a few seconds if you weren't coordinated enough._

 _And if he wasn't so much of an asshole, he'd know that._

 _"Stop treating me and mom like we're your family platoon!" she said._

 _"Hey, leave Joyce out of this." David demanded._

 _"I wish you'd leave Joyce!" Chloe said, stepping to him. "Like now!"_

 _She didn't see it coming. She felt the impact on her cheek and saw colors explode in front of her eyes. Her hand flew up to her cheek and, when she looked up at David, her gaze was stone cold. Her eyes began to water._

 _This fucker had just backhanded her._

 _Chloe dropped her hand and practically ran from the room, skipping stairs on her way down. She heard David call her name from her room and she shut him out, leaving out the front and slamming the door behind her. She reached into her pockets and pulled out her truck keys. She jumped in the cab, not giving her seatbelt a thought as she stuck the key in the ignition and turned the engine on. Chloe peeled away from the driveway and left angry tire marks in her wake._

Which brought her here. Parked at the edge of the beach and reclined in the flatbed of her truck. She had lit up another blunt and was staring at the ocean. The bloodrush in her cheek had faded, but she could still feel the sting of David's hand connecting with it. She felt her eyes threaten to water again and blinked.

 _That's the last time he puts his fucking hands on me._ She thought, flicking ash to the side. _Next time, I'll get the cops in there so fast. I'll be smart to have his ass arrested._

Chloe didn't even think about texting or calling Rachel about what happened. She'd tell her for sure, but in that moment she wanted to be alone and away from the town. She'd taken out whatever CD was in her glove compartment and popped it in the player, turning the volume up as loud as it would go. The song was 'Something Good' by Alt-J, one of Chloe's favorite songs. She tapped her foot to the beat, humming softly. The smoke of her joint whizzed up into the air and she watched it with contentment. This was exactly what she needed. It helped soothe her troubled mind and actually allowed her to think about other stuff.

Other stuff like Max Caulfield.

Chloe Price was no stranger to love. She's experienced all kinds of it. Family love, best friend love, fling love, lover love. And she's had her heart broken by each. She thought she could no longer be taken by surprise when it came to it. So why is that, when this girl crashed into her with her skateboard, she felt so...strange? It was difficult for the punk to comprehend. She certainly wasn't feeling love for a girl she just met, was she? Chloe wasn't a firm believer in that 'love at first sight' bullshit. Not anymore, anyway.

Thinking about Max made Chloe wonder why Rachel hadn't gotten back to her about how Max's wrist was. She may not be the nicest of people, but she still had a heart. Rachel had to of seen the girl by now.

That's when Chloe's phone vibrated in her pocket.

 _Think of the devil._

Chloe reached into her pocket and took her phone out, turning the screen on before unlocking it. She frowned when she saw it wasn't Rachel, but rather a number she didn't recognize. Her brow creased and she sat up more, unlocking her phone.

 _Oookay, who the fuck is this?_

The bluenette prayed it wasn't one of her old flings that happened to dig up her number and was looking for a good time. She really wasn't in the mood. She put her joint to her lips and took a hit as she opened the message. What she read made her choke and cough on the smoke.

 **(555)xxx-xxxx: Hey, Chloe. It's Max. Rachel gave me your number because she said you wanted to know how I was and figured I could tell you myself. I'm fine, my wrist is only sprained. My brace will be off by Saturday. So, um...yeah. Maybe I'll talk to you later?**

While Chloe was glad it wasn't anything worse than a sprain, she couldn't help the anger and sense of betrayal filling her. Why the hell would Rachel was give her number to Max without consulting her first? Not that she minded. Well, she did a little. Did she? Whatthefuckever, she needed to talk to Rachel.

 _Now._

Chloe finished off her joint and tossed it aside, climbing off the back of her truck and shutting it. She didn't think about answering Max back. In fact, she'd completely forgotten the thought when she got in the truck and started in the direction of Blackwell. She tapped her fingers against the steering wheel, biting the corner of her lip. She reached Blackwell in a matter of ten minutes (this time parking in an actual spot) and got out. She knew the expression on her face wasn't a nice one by the way people were looking and stepping out of her way. Chloe also made sure to keep an eye out for more girls on skateboards.

The girls dorm came in her view and she picked up the pace. She jogged past a few Vortex Club members, ones she recognized but only because of Rachel. Victoria, Taylor and Courtney chatted amongst themselves and Victoria happened to look over in time to see Chloe rush by.

"What, is there a sale on weed or something?" she taunted.

Chloe gritted her teeth but ignored her as she walked into the girl's dorm. She went straight for Rachel's room, hyperaware of the fact that she could run into Max at any given moment. She all but kicked Rachel's door in, no matter how bad she wanted to, and knocked rather loudly. The response was rather instant, like Rachel was expecting her. The girl in question answered the door and gave Chloe the most shit-eating grin ever.

"Hey, Che." she said casually.

"Explain yourself now, Amber." Chloe practically growled.

"Explain what?" Rachel knew she could see right through her, but it was too much fun to see Chloe all worked up.

Chloe glanced up the hall to make sure the coast was clear before shoving her way in past Rachel. Rachel shut the door and looked at Chloe expectantly, her grin never leaving her face. Chloe took a minute to get her thoughts together.

"Why the hell did you give Max my number?" she said through her teeth.

"You wanted to know how she was." Rachel shrugged nonchalantly.

"From you!" Chloe exclaimed. "I did not give you permission to give my number to her!"

"Well you didn't say not to." Rachel said.

"You're being hella aggravating right now, Rach." Chloe said. "Why are you trying to play matchmaker?"

Chloe regretted her words as soon as she saw how Rachel's features lit up at them. "Aha! I knew you liked her!"

"I didn't say that." Chloe grumbled.

"Then why use the term matchmaker?" Rachel said.

"It doesn't fucking matter alright, you haven't answered my question!" Chloe said.

Rachel rolled her eyes. "Because I know you, Price. I saw and heard how you acted towards Max this morning. You only ever acted that way to one person, and that was me." Chloe looked at the floor and rolled her knuckles.

"That doesn't mean shit." she said softly. Rachel almost didn't catch it.

"I swear you and Max are so..." Rachel shook her head. "You're both so full of it. Did you even answer her?"

"Well, um..." Chloe rubbed the back of her neck.

"For fuck's sake." Rachel said. She held her hand out. "Give me your phone."

"For what?"

"Obviously you two need a moderator. Give me your phone."

Chloe's hand tightened around the device. "This isn't a good idea."

"Why not?" Rachel said for the second time in the past hour.

Chloe sat down in the chair at Rachel's desk. "Let's say I was starting to like her. Let's say she even likes me back. What then? You know my reputation, Rachel. You know how everyone in this goddamn town sees me. A juvenile delinquent who is shockingly not dead by now. I scare pretty much everyone." Chloe paused. Rachel waited. "If she were to date me, or even just hang out with me, do you know how much shit she'd get for it? Why would I do that to her?"

Rachel sighed. She'd known Chloe for years. She knew she was right. Max would get all kinds of flack just for being seen around Chloe because no one in Arcadia Bay knew how to keep their noses out of other people's business. This town had seen Chloe's transition from a smart young girl to a trouble making teenager same as Rachel had. They didn't care if it was because of her father passing. That didn't justify it.

But Rachel also wasn't an idiot. She had intuition, and she always trusted it. She may not of been the one to save Chloe when their time had come and gone, or the one to take all the pain away. In fact, she knew she was one of the many that made it worse. And Chloe stayed. If Rachel knew anything, she knew that Max could be the key to helping her best friend find the light again.

"Look, Che," Rachel started slowly. "I want you to be happy. And I think that Max can help with that. Max isn't judgemental and she doesn't care about people's backgrounds. You trust me, right?"

"What kind of question is that? Of course I do." Chloe said.

"Then text her back." Rachel said.

Chloe stared down at her phone screen, Max's words looking right back. She didn't ignore the rush of concern and curiosity that washed over her. She didn't want to get this girl in trouble. For once, she actually cared. If Rachel was right that Max was different from everyone else...could she let her in? Because even if she didn't hurt Max, she could end up hurt _by_ Max. Did she really have it in her to let sosomeone in again?

"If I do this..." Chloe whispered. Rachel put a hand on her shoulder. "You'll help me, right?"

"Every step of the way." Rachel promised.

Chloe smiled. With Rachel by her side, she had a feeling it would all be okay. Her fingers worked faster than her brain and started typing a response to Max's text, adding her number to her contacts afterwards.

 **Chloe:** **That's good to hear. I'm actually glad Rachel gave you my number.**

"See? You're even using proper English when texting her!" Rachel shoved her jokingly, making her laugh a bit.

"Shut up." she said. She sat back in the chair. "Now what?"

"Now you take things slow. Or at whatever pace Max is comfortable at." Rachel smiled. "I should probably mention she's a virgin."

"You're ridiculous, but thanks for the tip." Chloe said.

Her phone chimed and her breath caught. Max had answered her.

 **Max: Really? Cool :) I have to get to class now, but let's talk later.**

Rachel, who was reading over her shoulder, laughed. "And so it begins. But speaking of class, I have that too. Think you can manage while I'm gone?"

"Yeah, I'll probably just chill here for a bit." _Because there's no way in hell I'm going back home right now._ Chloe added in her mind.

She watched as Rachel gathered her things and returned the smile she received when the girl left. Then she gave her attention back to her phone.

 **Chloe: Definitely**

 **...**

 **I'm probably jinxing it by saying this, but I'm on a roll with this story! It's coming along better than I expected :) Next chapter will have another Pricefield meet up and Rachel will hopefully get a break because she's played such a major part in the last two chapters.**

 **CaptainVampireQueen awaaay!**


	4. Chapter 4

**And here's chapter 4! God, I've fallen in love with writing this story so much :)**

 **...**

 _ **~But I've got better luck in my head**_

 _ **We're just** **ghosts inside my bed...~**_

By the time three thirty roles around, signaling the end of most students' last period, Chloe is wandering around campus. She found a few of her old friends that she used to hang with when she went to school at Blackwell. Rachel had back to back classes starting at twelve forty five, so she was probably just getting out and was on her way back to her room. Chloe decided to meet up with her and made her way to the school entrance. She leaned against the news board by the stairs. She kept here eyes open in case Max made an appearance. If she saw her, she didn't want her to think she was stalking her or something. Who stalks someone they've barely known a day?

 _God, so much has happened today._ she thought with a heavy sigh. Her brain felt like it was in major overload.

With Rachel's encouragement to try and at least become friends with Max, Chloe had different scenarios playing out in her mind. She could either be her usual flirty self and try to totally charm the hell out of Max, or she could actually try to go about this the proper way by...treating her like a princess? Is that how it worked? Damn, she was bad at this. Wasn't there that whole saying of being yourself and the right people will like you?

Something like that?

Chloe heard a familiar laugh and stood up straight, looking around the side of the board to the entrance. Rachel was coming out, a smile on her face, and she was talking to Max. Chloe rolled her eyes and braced herself to bite the bullet. If she was going to be friends with Max, it'd be better to start sooner than later. She stepped around the board in time for Rachel to see her. The blonde smiled at her, which caught Max's attention. Max followed her eyes and visibly tensed up, much to Chloe's dismay. She was thrown off by the smile Max greeted her with.

"Chloe, we were just talking about you." Rachel said when the punk reached them. A glint in her eyes and a quick glance at Max told Chloe that might not of been a lie. Max was looking down again. Blushing.

"All good things, I hope." Chloe said.

 _Balance yourself, dude. Be a flirty gentlemen. Yeah, that's a thing._

"Of course." Rachel said. "Actually, I was just inviting Max out to the movies. Want to be our chauffeur?"

Chloe scoffed, but smiled. "I'm sure there was a genuine invitation in there somewhere. What movie?"

"We haven't decided yet." Max finally spoke up. Her eyes were on Chloe now, and were clearly hesitant. "We were, um, going to decide when we got there."

Chloe's imagination drifted. The three of them sitting in a dark theater, Rachel surely forcing them to sit next to each other. Chloe would pull a cliche and yawn, stretching to put her arm around Max's shoulder-

 _Woah there. You are not a fuckboy, Price._

Rachel snapped her fingers in front of Chloe's face. The taller girl blinked and looked at her, narrowing her eyes. Rachel simply smirked.

"Welcome back, Chloe." she said, successfully making Max laugh. "So are you in?"

"Yeah. I'm in." Chloe said casually.

"Awesome. We just gotta drop our stuff off at our rooms before we go." Rachel said. "Walk us there?"

Chloe nodded, not noticing the smile on Max's face shift from shy to...giddy almost. The three of them stepped down the stairs and headed in the direction of the dorms. Chloe rubbed the back of her neck awkwardly. Rachel had moved so Max was in the middle of them and was giving Chloe a sideways grin, which the punk could see from the corner of her eye. Chloe tried not to react. She didn't want Max to see the wrong look on her face at the wrong time and grow uncomfortable. She settled for a slight nose twitch to show her irritation. Rachel would understand.

The heavy silence carried itself with them, though Max and Rachel made a few comments here and there. Mostly about some contest going on in one of their classes. Upon reaching the dorm, Chloe held the door open for them. She received a teasing grin from Rachel and the same shy but genuine smile from Max. The bluenette's heart skipped and she stood there for a second before following them in.

"Chloe, why not keep Max company?" Rachel suggested. "I need to check up on something before we go."

Chloe didn't hear the soft gasp escape Max, but she narrowed her eyes slightly at Rachel. She smiled, though. "Sure." She looked at Max. "If she wouldn't mind."

Max seemed at a loss for words. Was she she blushing? "N-no, not at all."

"Great!" Rachel beamed. "See you guys in fifteen, okay?"

Max and Chloe nodded and Chloe's eyes followed Rachel as she made her way to her room. She wasn't sure if that girl was trying to pull something or not. Sometimes she was so difficult to read.

"My, uh, room is right over here." Max said, her thumb pointing in the direction Rachel left in.

"Lead the way." Chloe said.

Max nodded once and started up the hall, stopping at room 219. Chloe stood idly by as the brunette pulled out her keys. She opened the door and gestured for Chloe to follow her in. Chloe did so, shutting the door behind her. She took in Max's small room, enjoying how, despite the lack of space, it had a welcoming and homey atmosphere to it. Max took her messenger bag from her shoulder and set it by her bed. She wasn't meeting Chloe's eyes, not that Chloe was looking at her.

 _This is so fucking awkward._ Chloe thought.

"You can sit down if you want." Max offered.

Chloe hummed quietly and sat down on the couch. She clasped her hands together and sighed. "So..." she started slowly. "You're in Rachel's photography class, right?"

"Mhmm." Max said. Her smile became more relaxed. "I love taking photos. Of me, the world, everything." She blushed, and Chloe thought it was cute. "It may sound sad, but I have a blast."

"It doesn't sound that sad." Chloe said. She grinned at her.

"I'm happiest when I've got a great image in my lens." Max said. "I'm not lonely, not afraid..." She looked down at her hands like she was embarrassed. Chloe's heart squeezed.

"Well, that's definitely inspiring. I don't feel so totally hopeless." Chloe chuckled. She heard Max giggle with her. The sound rang against her eardrums. "Do you have any pictures I can look at?"

Max looked up at her in evident surprise. She blinked a couple times. "You...you want to see my photos?"

"Of course." Chloe said. "You can't just brag about them and not expect me to ask if I can see a few."

"I wouldn't call it bragging..." The photographer's blush darkened. She reached for her bag and opened it, reaching in and taking out a few polaroids from a side pocket. She handed them to Chloe, biting her lip nervously. Chloe reached out and closed her hand around the photos. Her fingers brushed Max's and she felt a shudder go down her spine. She noticed the way Max twitched back briefly before letting the pictures go.

 _Did she feel that, too?_

Chloe turned the pictures over and looked down at them. The first one was of a blue butterfly perched on a bucket. It looked like it was in the girl's bathroom. The punk wondered how she managed to snag a picture of that. There was something so mystical about the image, even though it was nothing but a butterfly. Chloe moved on to the next picture. It was one of a squirrel picking at a donut. Again, Chloe couldn't think of how she'd managed this. You don't just get a picture of animals right on the first try.

"How did you get these?" Chloe paused in her photo gazing to hold up the squirrel and the butterfly. She gave Max a confused but very impressed look.

Max shrugged, scratching at her hair. "I don't know, really. I guess the timing was on my side."

Chloe smiled and went back to the next picture. She knew there had to be some sort of secret, but she didn't mind if Max kept it to herself. In this Polaroid, there was a bunch of green, which Chloe realized were tree leaves. She made out full grown trees with something in the very middle. It was Rachel. She was sitting on the branch, her legs stretched out before her. She wasn't looking at the camera and instead had her head positioned upwards. Her eyes were closed and there was a slight smile playing at her lips. She looked really peaceful. Beautiful.

"Holy shit..." Chloe mumbled.

Max perked up and leaned over, anxious. "What, what is it?"

"Oh, n-nothing. It's just...these pictures are amazing." Chloe complimented. She gave Max a reassuring smile that only widened when she saw her relax. Max returned the smile.

"I'm glad you like them." Max said. She worried her lip between her teeth for a second before saying, "You're welcome to keep one if you want."

"Really?" Chloe was taken back. Was she really offering her one of the pictures?

"Yeah, I... I like sharing them. I gave my friend Kate a picture of a wild rabbit I saw around here a couple weeks ago because she has one. And Rachel had me take dual photos of her in the tree so we'd both have one, but I don't mind if you take it." Max laughed a little nervously when she realized she might've been rambling.

Chloe looked back at the pictures. While she loved the one of Rachel and the picture of the squirrel was cute, there was something about the butterfly picture that just drew her in. It was captivating and mysterious at the same time, and Chloe noticed she could see Max's reflection in the bucket. Chloe chuckled once and handed the other two back to Max. She held the butterfly polaroid between her fingers. "I think I'll take this one."

"I figured. The butterfly matches your hair." Max said, which made Chloe laugh.

"So you like my hair?" Chloe teased. She tugged at a stray lock.

"Yeah, it's a nice color on you." Max's eyes widened slightly and she blushed again, looking towards the door.

 _God, this girl will be the death of me._ Chloe thought. "Thank you."

Max smiled and nodded slightly in time for a knock to sound on her door. "That must be Rachel." she said, getting up to answer the door. Chloe got up, too, and took out her wallet to put the photo in.

"You girls ready to go?" Rachel asked when Max opened the door.

"All set." Max answered, and looked to Chloe.

"Let's hit it." Chloe said.

The three of them left for Chloe's truck.

 **...**

"Okay, I'm gonna tell you guys right now that I don't like horror movies." Max said when she saw Rachel's eyes go for the poster of The Conjuring 2.

"What, do they scare you?" Rachel asked.

"Hell yeah. I saw The Grudge when I was five." Max trembled and shook her head. "Fucked me up."

"Damn, I haven't seen that movie in years." Chloe laughed. "I think I first saw it when I was ten. Rachel was spending the night at my house."

"Oh, yeah! I remember that! Then you shut off all the lights in the house and chased me around the house making that noise!" Rachel was feigning anger, and the grin on her face gave it away.

Chloe laughed even harder and looked to Max. He blue eyes were sparkling with amusement. "Something tells me you'd hate that, huh?"

"Hate what?" Max asked.

"Being chased around by a hot girl doing the death rattle." Rachel piped up. Max's face flushed deeply and Chloe rolled her eyes.

"No, Rachel. I wasn't going for that." Chloe said. "I mean reenacting horror movie scenes. Rachel and I used to do it all the time when we were younger."

Max played with a strand of her hair shyly. She looked down at her sneakers. "I wouldn't be entirely opposed to the idea. As long as I'm not alone."

"Are you easily scared?" There was sincere concern in Chloe's voice that made Max's heart flutter. Max shrugged.

"It all depends, really." she said.

Rachel clapped a hand on both of their shoulders, bringing them to a stop. "What do you say we do it, then?"

"Are you serious?" Max said meekly, but Chloe's face lit up with excitement.

"Hella yes! We can have a sleepover at my place!" she said. "My mom and step-ass both have the night shift tonight, we'll have the place to ourselves!"

"What do you say, Max?" Rachel asked the small brunette.

"We don't have to if you don't like it." Chloe added quickly. She didn't want Max to be too uncomfortable.

Max was silent for a good few seconds, pondering the outcome of this in her head. On the one hand, she'd get more time with Chloe. On the other, she might end up scared out of her mind. She weighted this and sighed heavily, smiling. She looked between the two girls, who were already grinning from ear to ear.

"Okay."

Rachel and Chloe did a little victory dance around her, and the three of them laughed. Rachel took off for the counter, her mind set to buy three tickets for The Conjuring 2. Chloe and Max followed behind slowly. From the corner of her eye, she could see Max's previous expression of eagerness shift to one of slight nervousness. Chloe frowned a bit and nudged Max gently, getting her attention. When she looked at her, she gave her a bright smile.

"Rachel loves taking the creature role first. So I'll be the one protecting you if you get too scared." she said. She threw in a wink for extra affect, laughing mentally at the way Max flustered so easily.

Rachel came back a minute later, waving the tickets in her hand. "Let's get this afternoon started!" She pointed at Chloe. "Since I bought the tickets, you're getting the snacks."

"Alright." Chloe shrugged nonchalantly. "Just tell me what you want."

As they made their way to the concession counter, Chloe couldn't help but feel a little excited in anticipation for what the night was going to bring.

 **...**

 **Splitting this chapter into two parts, so the next set of lyrics will be featured in the next one AND a bonus set. So consider this part 1 :) I wanted to give Rachel and Chloe a backstory that differed from the canon one of Max and Chloe. I feel like the pirate theme is theirs and theirs only, even if that's not the case in this fanfiction. So I settled for something that seemed a bit more fitting to me, which is reenacting horror movies.**

 **Thank you guys so much for supporting this story! CaptainVampireQueen awaaay!**


	5. Chapter 5

**Hey, welcome to the technically considered part 2 of chapter 4! I'm adding an actual basement to Chloe's house. My story, my rules :D**

 **Do note that I haven't actually seen The Conjuring 2 yet, so I'll be bullshitting this the entire way xD.**

 **And I also realized that I make Max and Chloe smile at each other a lot and Max blushes frequently. Oh well, it's cute. And I think that's what happens when you have a crush. Right?**

 **...**

 _ **~I've got better luck in my head**_

 _ **Playing poker with the dead...~**_

"Okay. Let's lay down some ground rules."

Rachel paced in front of Chloe and Max, who were seated side by side on Chloe's couch. Chloe was reclined against the back with her feet up on the table and crossed at the ankles, her arms comfortably slung along the back. Max was sitting forward a bit, her hands pressed between her knees. Her foot was tapping slightly despite her best efforts to stop..

"There are three of us now, not two. Which means this gets a little bit harder for you guys as far as hiding places go." Rachel said. "Backyard and basement are permitted to use-"

"You're giving permission on what can be used in my house?" Chloe laughed.

"Don't sound so salty, Chlo." Rachel said, but smiled. "You never minded me taking control before."

Chloe took a sharp inhale and looked down. Max's eyes widened slightly and she blushed. Was Rachel insinuating that she and Chloe had a thing together?

Rachel cleared her throat, realizing her mistake. If she wanted her best friend to be happy with Max, she really shouldn't make jokes about their previous relationship when she was around. "Anyway," she continued. "No loud screaming. We don't need the cops showing up here again."

"Again?" Max asked, looking to Chloe.

Chloe laughed nervously and scratched near her jaw. "Funny story. When we first officially started this tradition, Rachel had the nerve to hide a Jason mask from me when she came over and put it on. Scared the shit outta me."

Max and Rachel laughed, and Chloe rolled her eyes. "You laugh now, Caulfield, but I nearly gave the next door neighbor a heart attack."

"You were that loud?" Max said.

"I'm honestly surprised she didn't shatter any windows." Rachel said. She looked at Max. "And don't worry, I don't have any masks on me today." She clapped her hands together. "Last rule. You must start out in separate locations. Any questions?"

"Just one." Max said. "How long does this go on for?"

"Until you're both caught." Rachel grinned wickedly.

"Are we ready?" Chloe said, sitting up. When Max nodded, Chloe pointed at Rachel. "You go stand outside."

"Yes, ma'am." Rachel said and took off for the door.

Chloe stood up and looked at Max, holding her hand out to her. Max took it slowly and Chloe pulled her up, giving her a smile. "We have thirty seconds to hide. Since you don't know my house very well, come with me."

Max nodded and felt a smile break out on her face when Chloe gently tugged her with her. Their pace turned into a light run up the stairs and Chloe opened the door to her room. Max looked around, trying to take in what she could of Chloe's bedroom. She didn't get much. Chloe slid open her closet door and was easing her to it. Max wedged her way in and Chloe grinned at her.

"See you soon, Maximus." she said with a wink.

The door was slid shut and Max could see Chloe's silhouette rushing from the room, closing the door as she left. Max leaned against the wall, sighing. Did Chloe really just come up with a nickname for her? _And_ wink at her again? She felt the heat rising in her cheeks and made a mental note to find a way to stop blushing so much, especially when it came to Chloe.

 _ **~a little later~**_

Max had moved to a sitting position on the floor with her knees pulled up to her chest and her arms wrapped around her legs. She couldn't see anything since the sun had finished setting in the time she'd been sitting in the closet. Every little noise was creeping her out, from the birds outside to the creaks of the house settling.

 _What is taking Rachel so long in finding me?_ Max thought. From what she'd seen of Chloe's house in the small amount of time she'd been there, it didn't seem all that big. _Remember, Max. They've known each other for years. They could have hundreds of hiding places you don't know about. And Rachel's checking all of them._

The small brunette huffed quietly through her nose and leaned her head back, closing her eyes. She didn't really know how long her eyes were closed, but she knew when they snapped open to a sound that was out of place. It was low and worn out creak of the floorboards. There was a long silence that followed sans Max was holding her breath. She may have known that it was Rachel hunting her down, but the suspense of when she'd find her still made her scared.

There was another creak that seemed like it was near the bed. But Max's ears did have a tendency to play tricks on her. She strained to listen closer, but could only pick up that strange ringing you get in your ears when it's been quiet long enough.

Without warning, the closet door slid open and Max looked up in fright when a hand clamped down over her mouth just as she opened it. She squirmed a bit, trying to escape the grasp.

"Woah, hey, Max!" a familiar voice said in a whisper. "It's me! Chloe!"

Max stopped struggling and grabbed Chloe by the wrist, pulling her hand away. "Are you trying to-"

"Shh!" Chloe said. She looked over her shoulder for a second. "Slide over."

Max did as she was asked and Chloe moved in next to her, closing the closet door. There was a small clattering noise and a mumbled curse from Chloe as she straightened herself out. The photographer tried not to focus on the fact that they were awfully close together. It made her heart race more than when Chloe had her hand over her mouth.

"Don't worry, Rachel is somewhere outside. I had all kinds of hiding places on this street. I guess she figured she'd try and find me first because it'd be harder." Chloe's voice came from the darkness.

"So what are you doing back here?" Max asked.

"Well, I was actually hiding in my basement when I found these."

Max felt Chloe pushing something into her and reached up to grab it. It felt smooth and like it was made of plastic. There were a bunch of different edges. When Max didn't answer her, Chloe sighed.

"Right, sorry. Forgot you can't see. It's a water gun." she said. "I filled it in the sink in the basement."

"Why do you have filled water guns?" Max laughed a bit.

"What do you think, Maximillian?" Chloe sounded like a child ready to start some trouble. _Another nickname_. "We trick Rachel into finding one of us and the other comes out and soaks the fuck out of her!"

Max had a strong feeling that Chloe was staring at her eagerly, like she was begging for her to agree. She giggled and held the water gun up in her hands. "Sure, let's do it."

"Hella yes!" Chloe whisper-exclaimed excitedly. "Okay, I think I'll go lure her into my room and you come out of the closet and spray her down. Cool?"

 _That sounded wrong on a number of levels._ Max thought. "Cool."

"Nice. Oh, and since you can't tell, I'm smiling like a major doofus." Chloe said, which made Max laugh. "There's a flashlight at the top of the guns. Let me see your hand."

Max could see a darker figure raise up in front of her and knew it was Chloe trying to show her her hand. Slowly Max reached up and put her hand to Chloe's. She felt static running through her nerves at the contact and bit her lip. Her heart started to beat faster. Chloe closed her hand around hers and guided it downwards towards the water gun. Their hands found a cylinder shaped object with a small trigger on the top. On instinct, Max flipped the trigger.

Light engulfed Chloe's face, which was way closer than Max had thought. Chloe was practically leaning over her, her ocean blue eyes fixated on her intently. When Max met her eyes, she was sure her heart had stopped beating. Her breath caught for a moment when Chloe's gaze flicked downward.

 _Does she..._ Max didn't complete the mental question.

"Nice to know they still work." Chloe said after another second. She remembered their hands were still locked together and she released Max's. She met her gaze again. "I'll see you on the other side, Super Max."

Max nodded dumbly and flipped the switch on the flashlight. The duo were plunged into darkness again. Chloe slid the door open and got up. She left the closet cracked and went to her bed for a second before she started downstairs. Now all Max had to do was wait.

 _ **~Meanwhile~**_

Chloe took small, silent steps down the stairs. She left her water gun on her bed so Rachel wouldn't see it. So long as she ran up stairs in time, she'd be able to get it again. She paused when she reached the bottom of the stairs and listened for Rachel. Silence was her answer and she took a step towards the front. She unlocked and opened it as quietly as she could, slipping out effortlessly.

The outside was chilly and the darkness weighed around Chloe. The street lamps flickered, hinting that the bulbs were in need of a change soon. She looked around for Rachel as she walked out to the sidewalk. _Shit, do I even remember all the hiding places I had?_ She recalled one that was only a couple houses down that was a little inconspicuous. She started down that way.

She made her steps quick and silent and, just as she was passing the fence, a dark figure tried to pounce at her. Chloe cried out and stumbled back, her hand going to her chest. She knew it was Rachel.

"Chloe..." Rachel hummed in a really strange voice. Sometimes it impressed the bluenette that Rachel could do so many voices. Then again, she was interested in acting and modeling.

"Not today, Satan." Chloe said.

She turned on her heel and ran for the house, Rachel giving chase. Chloe slowed down when she reached the door so she wouldn't go barreling through it and threw it open. Rachel missed grabbing her shirt by less than an inch and Chloe got away, scrambling up the stairs. Under her heavy footfalls she could here Rachel giggling madly. As if this was a real horror movie and she was really crazy.

Chloe's foot hit the top of the stairs and Chloe turned, running into her room. Just as she crossed the threshold, Rachel tackled her down to the ground. They rolled over and Rachel pinned her to the ground, grinning even though she knew Chloe would have a hard time seeing it. The two of them were breathing hard.

"Got ya." Rachel said.

Chloe chuckled when she heard the closet door. "Nah, I don't think so."

They were suddenly doused in light and Rachel looked up in surprise at Max, who was grinning victoriously at her with the water gun pointed in her direction.

"Surprise." she said.

Max pulled the trigger and water streamed out in a matter of seconds, hitting Rachel in the side. Rachel squealed and sat up, holding her hands out to shield herself. This allowed Chloe to wiggle free and lunge for her own water gun. She turned back around, sitting against her bed and began her own assault on her best friend. The trio was laughing loudly, Rachel still screaming (albeit quietly) every time the water hit her.

The water guns were empty after a minute and Max collapsed to her knees, still laughing. Chloe was wiping her eyes and Rachel reached up to wring out her hair. Chloe looked over to Max and held up her hand, Max responding by giving her a high five.

"That was an epic win." the punk said through her giggle fit.

"You assholes." Rachel said, getting to her feet.

"Aw, don't be salty Rach." Chloe teased.

"I'm sure that water washed it all away." Max said, which made them laugh even harder.

Rachel rolled her eyes. "Why did I think this was a good idea?" she said. But she was kidding. "I'm gonna go get some towels to clean this mess up."

The blonde left the room, flipping the light switch as she went. Chloe and Max got up. They picked up their water guns and Chloe told Max that she was gonna put them in the closet. When that was done, they sat down on Chloe's bed.

"So did you have fun?" Chloe asked her.

Max nodded. "More fun than I've had in a while."

Chloe's heart swelled. "I'm glad."

Rachel returned with two towels in hand and tossed one to Chloe. Chloe caught it easily in one hand and stood up.

"Doesn't seem fair to make our guest clean up. Even if she contributed." Rachel said.

"I agree. It'd be unfair." Chloe said as she laid the towel out. Rachel followed suit and they used their feet to move them around the floor to dry it. "You know what we should do?"

"What?" Max and Rachel said together.

"Build a pillow fort." Chloe said.

"Are you going through a nostalgic phase or something?" Rachel said.

Chloe stuck her tongue out at her. "Shut up. I just want to make Max comfortable here. And we used to build pillow forts all the time."

Rachel picked up the damp towels. "Yes, with the laptop and hot chocolate and pizza. I remember."

"I'm in." Max piped up. The other girls looked at her. "I've... never actually made a pillow fort before."

Despite the many friends she had through the years, they were always interested in other stuff like boys, makeup, and cheerleading. Max always felt like an outcast. Yet, here she was with two nineteen year olds acting like they were ten. And she never felt more like she belonged.

"You poor, deprived child." Rachel jokingly sympathized. She looked at Chloe. "She needs one hundred c.c.'s of fixed childhood stat."

"On it, Doctor Amber. You get started on the fort, I'll take care of the hot chocolate and pizza." Chloe said as she left the room.

"Hurry, Nurse Price!" Rachel called after her.

 _These girls are crazy._ Max thought with a laugh.

 **...**

One fort, three mugs of hot chocolate, and a phone call to the nearest pizza place later, the three girls were perched on the floor of Chloe's room. Rachel had the laptop in her lap with her mug of hot chocolate beside her. Chloe and Max had theirs in their hands, with Max taking a sip and feeling warm inside.

"This is amazing, Chloe." she said to the taller girl when she first received the cup.

"The secret ingredient is ground weed." Chloe had said with a sly grin. Rachel promptly whacked her on the head and that told Max that Chloe was kidding. Really it was just chocolate mix, marshmallows, and whipped cream.

"Oh, here's a good one." Rachel said, squinting at the laptop screen. "If you were to die tomorrow, how do you think you would go?"

It was actually Max's idea to play twenty questions, and Chloe suggested looking up some questions online.

"I'd probably die in a totally badass but heroic way." Chloe said with a broad grin. "And my death would save the whole town from a massive tornado or something."

"How would that even work?" Rachel asked.

Chloe shrugged. "Doesn't matter how, it'd be awesome."

"You have a wild imagination." Max smiled at Chloe.

"The wilder the better, Mad Max." Chloe said. She took a sip from her mug. "What about you?"

"Probably in that tornado you mentioned." Max said with a small laugh. "No, but really. I'd probably die from doing something stupid."

"Stupid how?" Chloe said.

"Maybe saving someone from a bullet? I don't know." Max said.

"That's not stupid." Rachel said. "That's hella nice."

"What did I tell you about stealing my word?" Chloe shot at Rachel. Rachel brushed her off with a shake of her head. "Your turn, Rach."

"You know how I'd leave. Living it up in Los Angeles," Rachel said. "If I was there, that is."

"One day, dude." Chloe said. They performed a small handshake and grinned at each other.

At that moment, the doorbell rang. "That must be the pizza." Rachel said.

"I'll go get it." Max offered.

"No way. What did we say earlier? You're the guest." Chloe said. She pointed between her and Rachel. "One of us will go."

"Rock paper scissors." Rachel declared.

"You are so gonna lose." Chloe said as she scooted forward and put her hands out. "Let's make this quick. Rock-"

"Paper-"

"Scissors-"

"Shoe!" They said together.

Rachel played paper and Chloe played rock. Chloe groaned while her best friend laughed. "Who's the loser now, Price?"

"Yeah, yeah. Whatever. Move out the way." Chloe said.

Rachel moved from the entrance and Chloe crawled out. She grabbed the money on her desk as she left. Rachel watched until she was safely out the door to turn to Max. She gave her an excited smile. "So?"

"So what?" Max asked.

"How do you think everything's going?" Rachel asked.

Max took a drink of her hot chocolate. "Great, actually. I'm having a lot of fun. It's surprising."

"Why?" Rachel said.

Max looked down for a second and bit the corner of her lip. "Well, Kate told me-"

"I bring the food of the god's!" Chloe announced when she returned to the room. Rachel gave Max a look that said they were gonna talk later.

Chloe made her way back into the fort with the pizza box and set in in the middle of them all. She flipped the top open and they inhaled deeply, giving a satisfied hum.

"I'm drooling like a baby." Max said as she picked up a slice.

Chloe and Rachel did the same and the blonde turned back to the laptop to check the time. "Shit, it's past our curfew."

"Did you really think you were gonna make it with all this going on?" Chloe asked after a bite.

"What do we do?" Max said.

"Just spend the night here. I'll drive you guys to school in the morning." Chloe said.

"I'm down. Max?" Rachel said.

"Oh, um... O-okay." Max replied.

"Awesome." Chloe smiled. "Now, let's get this party back on the road!"

 _ **~This side of paradise... (x4)~**_

 **...**

 **And that's all I have for this chapter. Hope you guys and gals enjoyed! There was going to be another scene, but I cut it because I didn't really know how I would incorporate it. If you guys want to, though, I'll publish it in a separate chapter :)**

 **I do not regret any of the references I made and the feels I caused.**

 **CaptainVampireQueen awaaay!**


	6. Chapter 5: Deleted Scene

**Howdy there! Welcome to a brief intermission of the scene that I cut from chapter 5. I hope you enjoy :)**

 **NOTE: While I was writing this, I was listening to _'Farewell, Stars_ _'_ by Message to Bears and I think it makes the scene a lot more beautiful even though it takes place at night and the song is meant for morning. I recommend you listen to it, too.**

 **...**

 _ ***Rachel is sleeping upstairs with Chloe. Max is wearing borrowed pajamas from Rachel and sleeping on the couch.***_

Max was laying back on the couch, holding her phone a few inches away from her face. She's wrapped up in the blanket Chloe gave her and clad in Rachel's extra pajamas underneath. Bored out of her mind and unable to sleep, Max had turned to Facebook. And after Facebook, Twitter. After Twitter came YouTube.

And after YouTube came a desperate need for sleep that wasn't coming. Not even the gentle noises of the crickets or the view of Chloe's backyard could lull her to sleep (but she did take the opportunity for a picture).

The young photographer always had a problem with sleeping in an unfamiliar place, but she didn't want to ruin the fun they were all having. Not to mention she didn't mind sleeping over at Chloe's house. Everything between them seemed to be going good so far and she found herself wishing for more opportunities like this.

Max picked up her phone off the table for the fourth time that night and looked at the time. It was two in the morning on the dot. The brunette sighed. She recalled the last time this had happened back in Seattle. It was when her and her parents first moved there. The whole week Max had issues with falling asleep.

A small groan of the floor boards made Max drop her phone on her face. She yelped and sat up, holding her nose. Her phone fell down to her lap and onto the floor.

"Hard time sleeping?"

It was Chloe. Max looked up at the silhouette that was coming her way, but that wasn't what made her heart race. "Y-yeah." she said, then leaned down and picked up her phone. She turned the flashlight on and the phone face down by her knees.

The light illuminated their part of the room and revealed Chloe coming to a stop at the end of the couch. She had on a black T-shirt and gray boy shorts. Her hair was an adorable mess, but her eyes looked somewhat far away. "Are you okay?" she asked.

Max nodded once. "What are you doing up?"

Chloe shrugged and looked to her backyard. "Whenever I have a hard time sleeping I come downstairs and contemplate shit." A light smile graced her lips. "Want to join me? It might help."

"U-uhm, sure." Max said. It was hard to tell if Chloe's smile got bigger in the shadows casted on her face.

Chloe waited as Max unraveled herself from the blanket and grabbed her phone. Then she went to the sliding door and opened it, gesturing outside. "After you."

"Thank you." Max said with a smile as she stepped outside.

Her feet sunk into the bed of grass, the blades tickling the soles of her feet and toes. The ground was slightly damp from the midnight dew but Max didn't mind. She heard the door shut softly behind her and Chloe walked by in her peripheral vision, heading into the center of the yard and sitting down. She tilted her head back to look at the sky.

 _This would be an awesome shot_. Max thought instinctively. Her hand flinched towards the door and she stopped, reminding herself that she wasn't sure about how Chloe felt when it came to pictures.

"Are you coming, hippie?" Chloe said. There was a laugh evident in her voice that made Max's chest warm.

Max walked out and sat down beside her, also looking up at the night sky. A calm breeze wafted around them, rustling their clothes and hair. It was so silent Max could hear Chloe's even breathing. She was sure the bluenette could hear her heart slamming against her ribcage.

"Crazy day, huh?" Chloe said after a few minutes.

"What do you mean?" Max said.

"Just yesterday morning you crashed into me with your skateboard," Chloe laughed. "And now you're spending the night at my house. We didn't even know each other."

Max looked at Chloe. She felt heart rising in her cheeks. Chloe looked incredible in the light grappling down from the moon. Almost angelic. The shadows were casted perfectly throughout, the color scheme was breathtaking. Max really wanted a picture. She blinked and looked back down to the grass. "Heh, yeah."

Chloe picked at the grass, pulling strand after strand before letting the wind catch them. "Rachel told me you spent five years in Seattle. How was it?"

"It was okay, I guess." Max said. "I only had a few friends, school was alright. I spent a majority of my time reading or taking pictures."

"For five years?" Chloe said.

"I wasn't really outgoing. I'm more of an introvert, y'know?" Max bit her lip.

Chloe reclined on her hands with a sigh. "I wish I could leave here and go to Seattle."

"Really?"

"Well, it doesn't have to be Seattle specifically. I just want to get the hell out of Bigfootville." Chloe's reference to the Blackwell Football Team mascot made Max smile. "I don't even care if it's just Portland. Rachel keeps talking about going to Los Angeles, but..."

Max turned her gaze back to the older girl. "But what?"

"Who has the money? Not to mention she wants to finish Blackwell." Chloe's expression became far away again. Max thought she'd lost her until she spoke up again. "Sorry, I'm probably being hella depressing."

"No, no. I don't mind." Max reassured her.

Chloe looked at her and, just for a second, that lost look in her eyes disappeared. Max could've sworn she saw the stars reflect and dance in them.

Chloe would swear the same about the brunette.

"Is that why you couldn't sleep?" Max finally asked, to which Chloe shook her head.

"Nah, not just that. It's a few things." She admitted. "Part of it was Rachel's incessant snoring." The girls laughed about that for a few seconds. "But seriously, I just have a lot on my mind. What about you?"

"I have trouble adjusting to new locations when I try to sleep somewhere I don't know." Max said with a small shrug.

"Shit, dude, you could've said something-" Chloe began, but Max held up her hand.

"It's fine. Honest. I like being here with you and Rachel." She had to add in Rachel last second when she caught on to what she was saying.

Chloe chuckled. "What's so fun about being around two childish nineteen year olds?"

"You'd be surprised." Max said.

The conversation drifted from there and the two of them sat outside until almost three in the morning. It was when Max finally yawned that Chloe decided it was time to go in. Max found herself wishing that she could stay in the moment forever.

 _But then it wouldn't be a moment._ she told herself.

"You sure you'll be okay when it comes to getting to class?" Chloe asked as she shut the sliding door after her.

Max plopped down on the couch with a tired yawn. "Yeah, I'll be fine. Thanks, Chloe."

"Anytime, BatMax." Chloe said. She thought for a second. "I-uh, hope you don't mind the nicknames by the way."

"Not at all." Max said.

"Good. You never said anything, but I thought I would."

Chloe walked by the couch, throwing a glance at Max over her shoulder in time to see her burrowing under the cover. "Goodnight."

"Goodnight, Chloe."

 **...**

 **That's that! It was so cute to write and I wish I could've included it in the finished piece but oh well!**

 **CaptainVampireQueen awaaay!**


	7. Chapter 6

**Welcome back! This chapter took longer to be released due to the fact that I wasn't quite sure how I wanted to move forward in time. Like, I didn't know how much time I wanted to pass. Then I decided that, since I want this story to start out in October, I'll skip to Halloween.**

 **WARNING: Slight Marren *insert joking gag here*, a jealous Chloe, a drunk Chloe, and a little Pricefield arguing (I'm sorry, don't be mad ;-;)**

 **...**

 _ **~I'm not here, nor anywhere**_

 _ **I wanna be with you, you're unaware**_

 _ **I'm a paperweight...~**_

 _*Two weeks later...*_

"Aw, c'mon, Chloe! You have to go!" Max pleaded, tugging slightly on the older girl's sleeve.

The trio was standing by the fountain in front of the school, talking a bit before Rachel and Max had to get to class.

Chloe rolled her eyes, plucking the joint she had from between her lips. "Like hell I do." Despite her annoyance with the current conversation going down, Chloe could feel the corner of her lip twitch in amusement at Max's antics.

"You know you love parties." Rachel chirped. She took Chloe's blunt from her and took a drag herself. Chloe made a face.

"Yeah, and I love Halloween. I love Halloween parties." Chloe said. "But when you throw Blackwell into the mix, that's when I have to say 'fuck that'."

"But Dana's parties are amazing! Er, so I've heard." Max had to remember that Dana had been at Blackwell longer than her and she'd never been to one of the earlier parties. "I'm not lying when I say she's been planning it since the first week of school."

"You know I've been to them. Dana really knows how to throw down." Rachel said. "You've flaked on me for the past two years, Chlo. Just join in this once."

Chloe reached over and took her weed back, to which Rachel replied with a playful dirty look. "I'm not budging. I'd rather place my head in my car and shut the door on it repeatedly then set foot in that school again."

"You have no problem coming to the dorms." Rachel said.

"Those are the dorms, smart ass. Not the actual school." Chloe responded. "Last time I was in that school, Principal Drunkard was telling me I was expelled."

"Please? We're only gonna keep begging you." Max said. Chloe groaned.

"Okay, even if I agreed to go, what would I dress up as?" Chloe decided to amuse them a bit. If she was successful, maybe they'd back off.

"You could go as the Big Bad Wolf." Rachel suggested.

"Didn't I dress up as that when I was ten? Think of something else." Chloe said, smoking from her joint.

Max took a step back in order to fully evaluate Chloe. She bit her lip and Chloe looked at her. "What, see something you like?"

 _Yes._ "Just... Um, trying to figure out what you could be." Max said. She tried her hardest not to blush. "What about a pirate?"

"Pirate?" Chloe said, quirking an eyebrow.

"That's perfect. You always did love the idea of being a Captain." Rachel pointed out.

"A Captain is only as good as their crew, to which I have none." Chloe said. "I don't even have a First Mate."

"Easy. Max." Rachel said.

Max and Chloe gave Rachel a similar _what-the-fuck_ look. Chloe's was more defined, like she was trying to figure out if Rachel was making a play on her words. And, knowing her, she most likely was.

"What?" Rachel said.

"I didn't even say I'd-" Chloe started.

"I'll do it." Max said.

Rachel grinned from ear to ear and Chloe felt her heart take off in her chest. In her mind's eye, she could see Max dressed up in a bandana, a hook, an eye patch, a loose white t-shirt tucked into belted brown shorts...

 _Oh, no, she's hot._ Chloe whined in her thoughts.*

"See, it's all settled." Rachel said. "Now we need to get you a costume."

"I hate you guys." Chloe grumbled. She stomped out her blunt and shoved her hands in her pockets. "When's the party?"

"Tomorrow. Which means we have just over twenty four hours to get you two costumes." Rachel said.

"Why is she having the party on Halloween?" Chloe asked.

"Why wouldn't she?" Rachel said. She looked at Max. "When do you want to do this?"

"Well, we have Jefferson in a few minutes and then I have to work on my science project with Warren." Max didn't notice the way Chloe tensed at Warren's name. She'd heard it a lot the past two weeks and it irked the hell out of her.

"How long with that take?" Rachel said.

"We were gonna work on it all afternoon. But I'll tell him to shorten it to an hour. He'll understand." Max smiled.

"Both of you are forgetting one crucial element to all this." Chloe said, drawing the two girl's attention.

"What?" Max and Rachel said together.

"All the costume stores in Arcadia Bay suck ass." Chloe said. "They're like the rejects of the Rocky Horror Picture Show."**

"No problem. We'll go to Portland." Rachel said with a simply shrug.

"That's over an hour drive, Rach. I do not want to drive an hour for a goddamn pirate costume." Chloe said.

Rachel rolled her eyes. "You're such a baby. If I pay for the gas, will you go?"

"Hmph. I'll think about it." Chloe said.

"That means yes." Rachel told Max with a grin. Max returned it. "Alright, we should probably be going. Catch you later, Chlo."

"Yeah, yeah." Chloe replied, shaking her head.

"Meet us in the parking lot at noon!" Max called behind her.

 **...**

Max was only half focused in her class. She was listening to Jefferson drone on about how photography integrated itself into modern day cultures or something along those lines, while also anticipating the upcoming trip to Portland. In the past two weeks, Max spent more time out with Chloe and Rachel than she did in her own dorm.

Not that she minded it. She loved being around them. And it was nice of Rachel to be there for her until she was comfortable enough to be around Chloe alone. With her ever growing crush on Chloe, Max was nervous for the day that Rachel wouldn't be around and it would just be them. Butterflies flared up in her stomach at the very thought of it. After all, a lot can happen when you're alone with the person you like.

After what felt like a thousand years, the bell rang and Max saw Rachel stand from her desk. She looked over her shoulder and mouthed "see you later" before heading out with Victoria, Taylor and Courtney. It was so easy to forget that Rachel was in the Vortex Club, considering how nice of a person she was. She broke the stereotype that everyone in that club was an elite asshole.

Max stood up from her chair, gathering up her belongings, and Kate approached her. Max looked up and smiled at her. "Hey, Kate. What's up?"

"I was coming to find out if you were okay." Kate asked. "You seemed a little out of it all throughout class."

"Oh, yeah, I'm fine." Max knew she was starting to blush. "Just a little anxious, I guess."

"Anxious about what?"

 _Crap._ Another thing Max forgot. Max had managed to keep her friendship with Chloe hidden from Kate. There were a few close calls, though, and that told her that she'd eventually have to let the cat out of the bag. She needed to come up with a cover.

"You know the deadline for the Everyday Heroes competition is coming up." Max said. "I'm going out today to look for a good photo opportunity. I'm just anxious that I won't find one."

Kate smiled. "There's no need to be nervous, Max. I'm sure you'll find the perfect picture."

"Thanks, Kate. I always feel better after talking to you." Max picked up her bag. "Let's talk later, I need to go find Warren."

"Definitely. See you later." Kate said.

Max smiled at her and tried not to make it obvious that she was leaving the room in a hurry. Just as she exited the room, her phone buzzed in her pocket. _Probably Warren already wondering where I am._ she thought with a sigh as she pulled her phone out. Just as she suspected, it was Warren.

 **Warren: Maximum Overdrive, where you at?**

The thing about Warren was that Max was more than aware of how he felt about her. Rachel loved making jokes about it a while back before everything happened with Chloe. Max never saw him as more of a little brother since they first met. But she knew telling him that would probably crush him, so she tried to do and say things that would tell him "Hey, I'm not interested." She even tried steering him towards a girl more his type named Brooke. She didn't really know what was going on there.

 **Max: I'm on my way, no worries.**

 **Warren: Thought you would've forgotten about me haha.**

 **Max: Forget about you? Never.**

 **Warren: That's a relief. See you soon.**

Max rolled her eyes with a smile. She adjusted the strap of her messenger bag and picked up the pace towards the boy's dormitories.

 **...**

"Where is she?" Chloe said. Her fingers were tapping against the steering wheel of her truck.

"Relax, she just told me she's on her way." Rachel held up her phone, showing her messages between her and Max to Chloe.

"She said be here at noon and it's almost twelve thirty." Chloe said. "The fuck was she doing with him that she forgot?"

"Don't tell me you're jealous of Warren." Rachel said. The way Chloe decided not to answer gave away the obvious. Rachel started laughing. "Oh, my god. Chloe Price is _jealous_!"

"Fuck off." Chloe mumbled through her teeth.

"It's cute! I can't believe you're jealous!" Rachel poked at Chloe's shoulder.

"Didn't I just tell you to fuck off?" Chloe said. She glared at Rachel.

"You have nothing to worry about. Max seems him as nothing more than a little brother. She's told me over and over again." Rachel assured her.

"Yeah, whatever." Chloe said.

She leaned forward in time to see Max skipping down the stairs towards the truck. She ran to it and Rachel opened the door, sliding over for Max to hop in.

"Dog, I'm so sorry." Max panted when sure got in, leaning back against the chair as Chloe started up the truck. "We lost track of time."

"It's all good. Right, Chloe?" Rachel gave the bluenette a pointed look, demanding that she straighten up.

"Yeah. It's all good." Chloe said, resisting the urge to roll her eyes.

Max didn't buy the flat response and looked at Rachel. "Is she okay?"

The evident concern in her tone made Chloe immediately feel bad for acting like a child. She felt a burn in her stomach and sighed. She put her elbow up on the window opening and propped her head up on her hand.

"She's fine." Rachel said. "You know how she can be."

"Hmm." Max hummed. She dropped the matter, which both Chloe and Rachel were thankful for.

"Wanna put on some tunes?" Chloe said. She glanced at her glove compartment. "We have an hour drive ahead of us."

"Sure." Max said.

Max reached down and popped open the compartment, reaching in and taking out a few CDs. Her face lit up at the familiar names. "You listen to Message to Bears, Syd Matters, _and_ Foals?"

"What? You thought I was all Sleeping With Sirens and Sparklehorse?" Chloe said with a smirk. "I don't know if I should be offended or not."

"No, no, I just didn't expect you to listen to them." Max blushed a bit. "Do you mind if I put in Message to Bears?"

"I didn't ask you about music for fun, Maxipad." Chloe's use of that nickname made Rachel laugh and Max blush more.

Max opened up the case and took out the CD, putting it in the player. Mountains started playing through the speakers and Max smiled. "I love this song."

"Same here." Rachel agreed.

"You two are such hipsters." Chloe teased.

"Says the one that owns the CD!" Max said.

"Touché, Caulfield. Touché."

 **...**

"No, not that one. It's ugly." Rachel told Max, who was holding up a First Mate pirate costume to her body.

"Hella ugly, you mean." Chloe said with a glance at it. She was busy shoving costumes aside on the racks.

"Are you cereal?" Max said. She looked down at the costume with a frown. Chloe choked on a laugh.

 _Stop being so goddamn cute._ she thought.

"Super cereal." Rachel said. She gestured for Max to come to her. "C'mere, you obviously need help."

"This is the third costume we've looked at." Max whined as she approached Rachel.

Rachel took the costume from Max and put it on there nearest rack. "Don't worry, we'll find you one. If necessary, we'll buy three of them and mix and match. Or should I say mix and Max?"

There was a very audible groan from Chloe and a laugh from Max. "Terrible. Just terrible."

"I'll be here all week." Rachel said, smiling. "Aha! Here," She pulled another pirate costume out and shoved it into Max's hands. "Go try this on. Now."

"O...kay..." Max said.

Max turned and headed towards the dressing rooms, and Rachel walked up to Chloe. "What about you?"

"Oh, I'm doing just peachy." Chloe said, frustrated. She swatted at the costumes. "Why are these all so fucking terrible? I could make a better Captain costume in one hour than they can in... however long it took them to come up with this shit!"

"We can mix and match with you, too, if necessary." Rachel said.

Chloe groaned. "Why did I allow myself to be forced into this situation?"

"Beats me. But if you will excuse me, I saw a cute cat outfit somewhere." Rachel grinned and left towards another isle in search of the costume. Chloe continued her fruitless search, mumbling to herself. It was another few minutes before she heard Max's voice come from behind her.

"Where'd Rachel go?" she asked.

"She saw some cat costume she wanted to go look for." Chloe said.

"Oh, well... Can you tell me how this looks?"

Chloe turned around, not thinking to brace herself for what she would see, and her breath caught. Her eyes widened slightly and her heart practically exploded out of her chest.

Max was dressed up in a white shirt (which had holes on the shoulders revealing her freckles) with a large collar that had crossed strings over her chest. An open black vest was worn on top and black and red stripped pants covered her legs, running into black cuffed boots. A belt was slanted over her midsection. On her head she wore a red band. She was carrying her clothes in her hands.

 _Holy shit._

Chloe's brain was fried.

"Chloe?" Max asked.

"Woah! Looking sick, Max!" Rachel said as she came around the corner, a costume in her hand. "I think we should go with that one."

"Uh, thanks, but I think you should check Chloe." Max said.

Rachel looked at Chloe, who was still trying to form a coherent sentence. The blonde laughed a bit and waved her hand on front of Chloe's eyes. "Yo, Chlo? You here with us?"

Chloe blinked a couple times and looked between Rachel and Max. She quickly turned back towards the rack, feeling her face grow hot. _Fuck, I'm actually blushing. Fuck._ "Uh, yeah. It's cool. You should get it."

"Really?" Max sounded so excited. Chloe almost couldn't stand it.

"It's official. You're getting that one. Now you help Chloe look for hers while I go change into mine." Rachel said as she walked away.

Max waited until Rachel was out of hearing range to talk. "I didn't want to be rude, but where does Rachel get all this money from?"

"Her boyfriend Frank makes a fortune selling drugs." Chloe said. "He makes most of his money off of Nathan Prescott."

"Her boyfriend is a drug dealer?" Max asked.

"Yeah, but don't freak. Frank is actually a cool guy. He's been there for her and even me a few times. He deals the drugs more than he uses them himself, so he isn't some doped up dangerous dude." Chloe smiled. "He really does care about Rachel, so I never complained."

Max nodded, understanding, and stepped up beside Chloe to help her look for a costume. Chloe tried her best not to stare like an idiot at Max in her costume. But she looked so damn cute. The punk bit down on the inside of her lip and kept her eyes forward.

"Oh, what about this one?" Max pulled a costume out and held it up. Chloe looked at it, narrowing her eyes.

"Hmm. Maybe. Put it on the stool behind us." she told her, which made Max beam.

 _Today is gonna kill me._ Chloe thought.

"Okay, try to keep your pants on."

Rachel was coming back, dressed up in her white cat outside that consisted of a white leotard with an attached tail (which she was twirling in her hand), fishnet leggings, and cat ears on her head. "I can do the cat makeup and wear my white sneakers." she said. She turned for them to get a full view. "What do you guys think?"

"It's nice." Chloe and Max said.

"That's all I get? I don't get sexy, or hot?" Rachel joked.

"I could of told you slutty." Chloe laughed.

"Watch yourself, Price." Rachel mock-threatened. "Did you find anything?"

"This one." Max said, picking up the outfit she'd chosen.

Rachel looked the Captain costume up and down. "It just might work. Okay, Chloe. Your turn."

Chloe sighed heavily and looked at Max, holding her hand out. Max handed her the costume and she trudged off towards the dressing rooms.

Seven minutes later, Chloe was done up in a blue long coat over a white and goldish button down shirt, brown pants, black boots, with a black and white band tied at her waist. Her head was topped with a black and red captain hat. She looked herself over in the mirror and something told her that Max chose that specific one because of the blue.

 _I look fucking ridiculous._ she thought as she grabbed her stuff and left the dressing room.

She found Rachel and Max chatting amongst themselves when she returned and had to clear her throat to get their attention. The two of them looked up. Rachel smiled, impressed, while Max started to blush. Only one thing could cross the brunette's mind.

 _Wowser._

"I look like an idiot." Chloe grumbled.

"You look adorable, shut up." Rachel said. She looked at Max. "Nice choice with the blue."

"Thank you." Max grinned. Chloe rolled her eyes.

"Are we done now?" she said.

"Yeah, we're done. If you want, I can draw on a fake mustache and beard for you with my mascara." Rachel offered.

"Sure. Whatever. Let's just change and get out of here." Chloe said, already going back to the dressing room.

Twenty minutes passed and the trio were back on the road, heading back to Arcadia Bay with their costumes folded up in Rachel's lap.

 _ ***The next day...***_

Chloe was sitting patiently in her chair at the desk, her head titled upward and held in place by Rachel's hand. Rachel was painting on the fake goatee and mustache with her waterproof mascara. They were already changed into their costumes and were waiting on Max to come back from the bathroom.

"And... Done!" Rachel declared proudly, taking a step back.

"Finally. My neck was cramping up." Chloe complained. She rolled her shoulders and rotated her neck to loosen it up.

"Well if you'd just kept still the first time I wouldn't of had to start over." Rachel said.

"Whatevs." Chloe stood up and stretched. "What's taking her so long? Doesn't the party start soon?"

"Half an hour, she still has time." Rachel said. "But I'll go check on her."

Chloe watched Rachel walk to the bathroom and knock. "Max?"

"Yeah, just a minute! My, uhm, bra is stuck." It was easy to tell by her voice that Max was flustered.

"Do you need help?" Rachel asked.

"Ah, I don't know." Max said. "Possibly."

"Alright, one second." Rachel came back to the room and gave Chloe a look.

Chloe shook her head and held up her hands. "Uh-uh. No way. Fuck that."

"Like you haven't wondered what she looks like shirtless." Rachel winked at Chloe. "Just go in there and help her."

"Why not you?" Chloe said.

"Because I still have to do my make up and you know how I get when it's not on fleek." Rachel laughed.

"Ugh, don't use that stupid ass word." Chloe said. "I'll do it, but I'm gonna kill you afterwards."

"Quick and painless please!" Rachel called after her as she stalked off to the bathroom.

Chloe knocked on the door once. "Uh, Max? I'm coming in, okay?"

"Yeah." Max said.

Chloe managed to brace herself this time as she opened the door slowly and stepped in. Lucky for her, Max had her back to her and was holding the bra in place behind her. Max looked over her shoulder at Chloe and offered an embarrassed smile.

"Hold on, I got you." Chloe said.

She stepped up behind Max and took the place of her hands. She could see where it was stuck. The hook was caught on the white shirt. Chloe swallowed, her hands shaking slightly, and tried her best not to touch Max's skin ( _Why the fuck does she have freckles everywhere?_ ) as she gently pulled the hook out and attached it properly to the other end.

"There. All set." Chloe said.

Max adjusted the shirt. "Thank you."

"No problem." Chloe said with a nod. "Are you, uh... Are you ready?"

"Mhmm." Max hummed.

Chloe nodded dumbly again and left the bathroom, not bothering to wait for Max to finish gathering her clothes and follow. Chloe gave Rachel her infamous death stare when she reentered her room. Rachel just smiled back in the mirror.

When Rachel finished her cat face, the three of them went to Chloe's truck and left for the school.

 **...**

"Max, Rachel, you made it!" Dana said over the music. She was dressed up as an undead cheerleader.

"Of course! Thanks for the invite!" Rachel said.

"Anytime!" Dana grinned at them. "Enjoy yourselves!"

The party was talking place in the Blackwell pool (which didn't make sense to Chloe. If you were gonna swim, why dress up?). The DJ station was set up at the front and lights were colored a brilliant red with different colored shapes dancing among the wall. Everyone was either swimming, dancing, drinking or smoking. Chloe had no problem with any of those things, but the fact that it was going on at the school she loathed almost made her hate them.

"So, where do you guys want to go first?" Max asked.

"Seeing as I'm here against my will, I need a drink." Chloe said. "I'll be at the alcohol table if you need me."

Max frowned, watching Chloe walk away from them. Rachel placed a hand on her shoulder. "Don't worry about her. She'll loosen up. Until then, let's dance."

Rachel led Max away to a better dance area, but Max was still watching Chloe through the crowd as she chatted up the bartender for a drink. She didn't want to leave the bluenette alone, but she didn't want to bother her either. If Rachel was telling her not to worry...

The song changed to something that Max hadn't heard in two years. 'Like a G6' started blaring from the speakers and there were 'whoops' and 'hell yeah's' coming from the partygoers.

 _This song is such a throwback._ she thought. _It was the shit back in 2010._

As the party progressed, so did Chloe's mood. But only because she'd downed a few. She was bobbing her head to the music and scanning the crowd. She knew exactly where Max and Rachel were, but there were a few people she was looking to avoid. She did not want to see Victoria Chase or Nathan Prescott anywhere near her. Drunk or not, that would ruin everything for her.

"Another one." Chloe told the bartender, holding her cup out.

The guy smiled and took the glass, going to fix her another glass. Chloe's gaze found her way back to Rachel and Max, who seemed to be enjoying themselves. They were laughing and talking, but Chloe wasn't good at reading lips. Especially in the state she was in. When the bartender set her glass down beside her, she nodded him her thanks and picked it up.

 _Might as well join them._ she thought, walking in their direction.

She slipped by people, biting her tongue to avoid cussing those out that got in her way or accidentally shoved her. She was only a few feet away when she saw someone approach her friends and tap Max on the shoulder. Max turned around and smiled, seeming happy to see them. It was some guy in an ape costume. How could Max tell who it was?

The hand of the ape reached up and pulled back the mask, and Chloe understood. It was Warren, smiling from ear to ear. He started talking but the punk didn't care that she couldn't tell what he was saying. Her hand tightened around the glass in her hand when he started dancing with them. She turned around and headed for the exit.

"Great party, huh, Max?" Warren said.

"Definitely! You really went all out with your costume!" Max said.

"Go big or go home, am I right?" Warren said. "You look awesome as a pirate."

"I helped her pick it out." Rachel said, smiling over Max's shoulder.

"It's great." Warren said.

"Hey, speaking of pirates," Max looked at the drink table. Her heart skipped when she saw that Chloe had disappeared. "Where's Chloe?"

Rachel followed her gaze and her eyebrows furrowed together. "Good question. Are you gonna go look for her?"

"Considering that she had a drink, I probably should." Max said. "I'll be back."

Max eased her way around the dancers, careful not to step on anyone's feet, and made her way to the drink table. The bartender smiled at her and leaned forward on his hands. "Come here to plunder some of my booty?" he said.

Max tried not to gag. "Actually, I'm looking for my Captain. Have you seen her?"

"Yeah. About a minute ago. I think she went outside." the guy said.

"Thank you." Max replied.

Max walked towards the exit of the pool, taking a deep breath of fresh air when she got the door open. The sun was starting to set, hues of pink, orange and purple taking up the sky. Max looked both ways before spotting Chloe standing under the street light by the parking lot. She breathed a sigh of relief.

"Chloe!" She said, starting for her.

Chloe turned around at her name and, when she saw Max, made a face. "What?"

"Are you okay?" Max asked.

"I'm fine. Go back to dancing with your boyfriend and Rachel." Chloe practically snapped at her. She took a sip from her glass. Her tone made Max flinch.

"Boyfriend..? Warren isn't my boyfriend." For some odd reason, Chloe thinking that she was dating Warren hurt more than her yelling at her.

"Oh, sssure!" Chloe's words slurred a bit.

"He's not." Max said.

"Yeah? Then why are you alwayss talking about 'im?" Chloe said. "'I gotta do this with Warren, I told Warren that.'" Chloe mocked. "You spend an awful lot of time with him."

 _Remember, Max, Chloe is drunk._ Max told herself. "He's just a good friend of mine. Honest, Chloe. I don't want to date him-"

"I thought you were so cute, too." Chloe said, which made Max freeze. "The way you always fucking blush... When you stutter... It's too goddamn much."

"Chloe..." Max said. _She's drunk._

The punk wasn't listening. "But that's fine, right? Go be with Waldo! He's probably better for you anyway. You'll just get rid of me after a while. Won't you? Are you my friend out of pity? Is that all this is? Gotta be! Why would anyone want to be friends with a fuck up like me?"

Max's jaw set. She was fed up with this. "You listen here, Chloe Price." She started. _I don't care if she remembers this or not. She needs to hear this._ "Don't ever talk about yourself like that. You are amazing, okay? And no one could ever replace you."

"Don't lie to me." Chloe said, almost pleadingly.

"I'm not lying to you." Max said. She stepped up to Chloe and took the drink from her hand, replacing it with her hand. "Chloe, I've only known you for two weeks but I feel like I've known you forever. You act like a hardass, but you're not. I know you're not."

Chloe met Max's eyes. Max could see so much pain in them, jealousy and something unidentifiable mingled in. Her eyes had watered up and Max could feel Chloe's even breaths wash over her every time she exhaled. Her heart pounded in her ears. She saw Chloe's gaze flit down to her lips and it brought her back to when they were in the closet. She felt a surge in her chest and absentmindedly bit her lip.

"Max..." Chloe whispered. Max didn't even notice the smell of alcohol that flowed with her name. She was too busy trying to understand the heat that had erupted within her. She felt Chloe's other hand go for her waist and pull her closer.

Wanting. Hunger. That's what else was in her eyes.

Max gulped. _She's drunk, she's drunk, she's drunk._ "Come on," she said quietly. She took a step back, resulting in Chloe's hand dropping from her hip. "You're in no position to drive. I'll send Rachel a text and you can crash on my couch."

Chloe seemed to understand and nodded. She was tense. Max sighed and led Chloe towards the girl dorms.

 **...**

 **I'm sorry for the tease, but they're not kissing yet! I thought about it, I really did, but I decided against it. A first kiss with your crush while they're drunk isn't really ideal, now is it?**

 *** = Yes, I made a Spongebob reference. Deal with it.**

 **** = This was going to be "rejects of Beverly Hills", but then I remembered this was supposed to be Halloween and changed it. You can decide which one is funnier.**

 **ALSO: I'll be going on a trip to New York on Saturday, so the next chapter will be late. Just be patient and I'll write when I can :)**

 **CaptainVampireQueen awaaay!**


	8. Chapter 7

**I can't thank you guys enough for all the support I've been getting for this story :) I love you all so much, I wish I could thank each and every one of you personally. And it's so great to see that I've gotten over 2K hits!**

 **Anyway, enough gushing. On with the story!**

 **...**

 _ **~I fantasize a secret life**_

 _ **And place where we hide**_

 ** _It feels right...~_**

 _Fuck._

Chloe was not feeling well. In fact, she could barely feel at all. Her body was stiff and there was a strange pain whenever she tried to move. It reverberated in her head and she groaned. _Goddamn hangover..._ She slowly raised her hand to her eyes and rubbed them lightly. She took a deep breath and attempted to opened them.

"Ah, shit..." she mumbled.

She squinted against the bright, invading sunlight. Shielding her eyes, Chloe tried to bring the room into focus. Immense panic almost filled her being when she could see most of the room. "Wait... This isn't my room... And this isn't Rachel's..."

 _Oh, no._

Chloe tried to turn over on her back so she could sit up, but there was something her holding her by the waist. She swallowed nervously and tried to take slow, even breaths. _Fuck, fuck. What happened last night?_ She looked down and was even more shocked to see that she wasn't even in her costume, but in a t-shirt and pajama shorts that were... hers?

Over the shirt, Chloe could see the arm keeping her in place. She followed it up to a shoulder, which led her to a familiar face. It was Max, of all people. Cuddled up against her. Now Chloe really tried not to freak out. So she and Max fell asleep in Max's bed. _But we're both clothed, which is a good sign. Right?_ Chloe bit her lip. She didn't know what to do.

She looked up at the nightstand and saw her phone sitting beside Max's. Slowly as to avoid waking Max up, she reached over and grabbed her phone. She turned the screen on. _Four messages from Rachel and a voicemail? What the hell?_ Chloe unlocked her phone (admittedly taking a couple attempts) to open up the texts first.

 **Rachel: Chloe, where are you?**

 **Rachel: Max just went looking for you and hasn't come back.**

 **Rachel: Wait, never mind. She's okay. You were drunk when she found you.**

 **Rachel: She told me everything, I'll leave you a voicemail explaining it. But it might be better to hear it from Max directly.**

Chloe facepalmed. She was more than aware that she was a strange person when she was drunk. She could go from a happy drunk to an emotional drunk to a mad drunk in less than a half hour. _Please tell me I didn't go angry drunk on Max last night..._ she pleaded with no one in particular. The events of the party were still a haze in her mind. The only thing she could remember was watching Max and Rachel enjoy themselves while she drank.

 _Fucking idiot._ Chloe cursed herself. _You probably cost Max a good time at the party._

She felt Max shift behind her and the arm around her waist tightened a bit. Chloe froze. A string of curses ran through her head. She needed to get out of this and fast. Chloe gently grabbed Max by her wrist and lifted her arm from her. She moved forward and put Max's arm down in front of her, taking a sharp breath when Max looked like she was waking up. When her eyes didn't open Chloe exhaled and carefully got off the bed. It took a bit of self control not to throw up when the room started to spin.

She opened her voicemail simultaneously and put her phone to her ear. It took a second for the message to start.

 _"Man, Chloe, where do I start?"_ Rachel said. Chloe didn't think it was a good thing. _Max went looking for you when she couldn't see you at the drink table anymore. Apparently you had an attitude when she found you."_ The bluenette covered her face with her hand. _"You were going on about her being with Warren, even though I told you she's not into him like that. She was upset about that false accusation."_

 _You did real well, Price._ Chloe thought.

 _"What got me is that you confessed how you felt about her. Somewhat. You told her you thought she was cute and it was too much when she blushed and stuttered."_ Chloe whined quietly. So she went emotional drunk, too? _"You also started going off about how Warren was better for her anyway, and that if she was with you she'd end up replacing you after a while. You asked her if she was your friend out of pity and then called yourself a fuck up that no one wants to be friends with."_

Chloe wanted to die where she stood. If all of this was true, then how did she end up with Max cuddling her?

 _"Look, Chlo, I wasn't there. I can't tell you how bad it seemed or what's gonna happen now."_ Rachel paused like she was carefully considering her words. _"But I can tell you that Max was hella concerned about you. I wish you could've seen her face. Or at least remember it. She doesn't hate you. She's not mad at you. Just talk to her. Okay?"_

There was a click and Chloe knew that was Rachel hanging up on the message. She took the phone from her ear and stared at it. "You did a real number, didn't you Chloe?"

"I'll say."

"Gah!"

Chloe yelped at the sudden voice, dropping her phone in the process. She whirled around, nearly losing her balance, and her gaze was gifted with the sight of seeing a still sleepy Max propped up on one hand and rubbing her eyes. Chloe's heart started to race and Max finally looked up at her. Her eyes were still bleary and her hair was a mess, but it was adorable.

"Good morning." she said.

"H-hey." Chloe said. _Goddamn it, even her tired voice is cute. And don't fucking stutter!_

Max pushed herself up into a sitting position and crossed her legs. "Are you okay?"

 _Do you mean my health or my pride?_ "A little hungover. But I'll live." Chloe answered.

"Good." Max nodded. "And I'm sure you're wondering how you got into your pajamas. Rachel stopped by and took care of that."

Chloe didn't know if that was a relief or a disappointment. "Look, Max-"

"You don't have to apologize, Chloe." Max cut her off. "I'm not upset with you."

 _As much of a relief that is..._ the punk thought. "Can you... Um... fill me in on what happened?"

Max nodded. "From what point?"

"Just when we got back here." Chloe said.

"Yeah."

 _-Max placed Chloe against the wall as she reached into her pocket for her dorm key (thankful that the costume even had pockets). Once she got the door open, she took Chloe by the hand and led her inside. She guided Chloe over to the bed and sat her down._

 _"Let me just send a text to Rachel, okay?" she told Chloe._

 _"Rachel's at the party." Chloe said._

 _Max suppressed a laugh. "Yeah, I know. But hopefully I can get her to stop by."_

 _Chloe hung her head and mumbled something to herself. She took her hat off and glared at it. "What about Warren?"_

Not this again. _Max thought._ _"He'll survive without me. You're my main priority right now."_

 ** _Max: Found Chloe, I'm gonna need some assistance. She's drunk._**

 _Max tucked her phone back into her pocket and watched Chloe fiddle with her hat. She still hadn't gotten over what had happened between them not even ten minutes ago. Chloe had wanted to kiss her. She knew she did. And Max ultimately wanted her to kiss her. She wanted to kiss her back. The brunette could still feel the imprint of Chloe's hand on her waist, could still feel herself being pulled flush against Chloe's body._

(But she leaves the almost kiss out of the recap.)

 _"Max?" Chloe said._

 _"Hm?" Max hummed absently. She recovered from her reverie and gave Chloe her full attention._

 _"Did you really mean all that you said?" Chloe's voice was quiet and Max worried for a second that she was on the verge of crying again. It was such a crazy contrast to the Chloe she was so used to being around. The other was cool, confident, collected and Max would even dare say sexy. This one was vulnerable, lost and broken. It made her heart ache._

 _"I did." Max said._

 _Chloe didn't say anything after that, but she did glance up when Max's phone chimed. Max pulled her phone out._

 ** _Rachel: Be there in 5._**

 _Max felt herself physically relax. Her mind was still worked up, but she hoped venting to Rachel would help. She continued to watch the gears work in Chloe's mind. The punk's expression was unreadable. Max had never drank. She didn't know what it was like to be drunk. So she could only imagine what was going through Chloe's head at the moment._

 _A knock on her door made her look away from Chloe. Chloe barely flinched. Max answered the door, revealing Rachel._

 _"How's she doing?" Rachel asked._

 _"I'm not sure. I've never been drunk, so." Max glanced back at Chloe. "I need to talk to you real quick."_

 _Rachel raised an eyebrow but nodded, moving back. Max stepped out and left her door a crack. She explained what happened with Chloe, but she debated whether or not to tell her that they'd almost kissed. Her friendship with the blonde had definitely strengthened over the past two weeks and she felt like she could trust her completely._

 _"And... Um..." Max stuttered. She looked down at her hands. "Something else happened, I'm... I don't know how to feel about it."_

 _"What is it?" Rachel said._

 _"Chloe and I... we... We almost kissed." Max confessed._

 _There was a silence that followed and Max looked up to meet Rachel's curious gaze. "Almost? Why didn't you?"_

 _"Well she's drunk for one thing." Max said, gesturing back to her room. "And I didn't know if it was because she wanted to or because she was under the influence. Was it just liquid courage? I was also really fucking scared to, I-"_

 _"Max. Take a breath." Rachel placed a calming hand on her shoulder. "It's alright."_

 _Max did as requested and took a deep breath. She held it for a few seconds before letting it go. "Sorry."_

 _"It's chill, I understand. First off, you don't need to worry. Chloe does like you." Rachel said. "Liquid courage has nothing to do with it. Well, maybe some of it but it's definitely besides the point."_

 _"But I don't know if_ I _have_ _the courage to kiss_ her _." Max said. "I wanted to. I could feel it. It was just so... nerve wracking."_

 _"So take it at your own pace. You don't need to kiss someone to tell them you like them." Rachel smiled._

 _"I just don't want to fuck this up." Max mumbled._

 _"You won't." Rachel straightened up and gave Max a wide grin. "Now I'm sure I have some of Chloe's pajamas in my room. I'll bring them by and help her change into them. Them I'm going back to the party."_

 _"Thank you so much for your help, Rach." Max said._

 _"No worries. I'll be right back." Rachel turned around and headed for her room. Max returned to hers, surprised to find Chloe standing at her stereo. She was running her hand over it._

 _"What music do you have for this thing?" Chloe said without turning around. She seemed to be sobered up a bit._

 _Max walked up beside her and reached up to the shelf above their heads. She grabbed a few CDs and held them out to Chloe. Chloe looked at them for a second, almost as if she was scared to take them before she did. She skimmed her eyes over each (mumbling something about Max being "too hipster for her own good")._

 _"Open the, um..." Chloe pointed at the player. She was still drunk enough to be confused. "That."_

 _Max smiled at her and opened the player, watching Chloe open up one of the CD cases and put the CD in. She closed it and pressed the play button. She took a step back as Ryan Tedder's voice started flowing from the speakers._

 _~I need another story_

 _Something to get off my chest_

 _My life gets kinda boring_

 _Need something that I can confess...~_

 _The bluenette offered her hand out to Max, but her expression was unreadable. Max simply stared at her before slowly slipping her hand into Chloe's. Her hand tightened around hers and Max felt herself being pulled towards Chloe's body for the second time that night. Instinctively, her other hand went to Chloe's shoulder and she sensed Chloe's other hand go to her hip._

 _"I want to make it up to you." Chloe said quietly. "I don't have to be sober to know I fucked up your night."_

 _"You-" Max started, but Chloe shaking her head made her stop._

 _"Just one dance." she said._

 _~'Til all my sleeves are stained red_

 _From all the truth that I've said_

 _Come by it honestly, I swear_

 _Thought you saw me wink, no_

 _I been on the brink, so,~_

 _Chloe automatically started moving in slow circles, guiding Max around with her. For someone who was under the influence, Chloe's feet were surprisingly steady. Her intense gaze was locked with Max's eyes. Max tried to keep her steps in sync with Chloe's more than the beat of the song. It was a medium tempo 1-2-3, turn. Max was never really well coordinated with her feet when it came to dancing._

 _Her heart was pounding incredibly fast in her chest. She was sure that by the way she was pressed against Chloe that she could feel it, too. She could hear it in her ears, just under the roaring of her blood. She could feel Chloe's warmth swirling around her. It attempted to soothe her troubled nerves and bring her to a blissful state where, in that moment, it was only her and Chloe. As the song picked up, so did Chloe. Max stumbled a bit._

 _~Tell me what you want to hear_

 _Something that will light those ears_

 _Sick of all the insincere_

 _I'm gonna give all my secrets away...~_

 _It took only two more tries for Max to match Chloe's rhythm. It wasn't quite elegant, but it definitely wasn't sloppy. Chloe had her own grace in her movements. In all honesty, it was captivating. Max loved the way Chloe's hand fit in the small of her back, the way her thumb moved slightly against her and sending small shivers down her spine. She loved the way that the haze in the bluenette's even bluer eyes cleared for the briefest of moments._

 _She could see everything in her eyes. Starting with her reflection. Was it strange that she was possibly starting to see herself through Chloe's eyes? That she was better understanding Chloe just by a simple dance? She could see now, when she remembered the past two weeks, why Chloe wanted to escape Arcadia Bay._

 _Max knew what it was like to live outside of her hometown. She was gone for five years. But she never really felt like she belonged. Maybe it was the fact that she hadn't found her people until she returned to Arcadia. Rachel, Kate, Warren... Chloe. They all felt more like home to Max than she had in a long time. How much better would life be if Chloe and Max escaped Arcadia Bay together, with or without the others?_

 _~This time, don't need another perfect line_

 _Don't care if critics ever jump in line_

 _I'm going give all my secrets away...~_

Everything would definitely be better for Chloe if we got away from here. _Max thought._

 _Chloe lifted Max's hand over her head and took the brunette by surprise when she spun her around and pulled her back towards her. Max blushed heavily and Chloe flashed her a smile. "Not bad for a drunk punk, eh?" she said._

 _Max gave a timid smile as an answer as Chloe spun them both around. She held fast and tight, like she was protecting Max. Holding her close and out of danger. Max felt like she was melting into her._

 _"Didn't know you could dance to OneRepublic."_

 _Chloe looked up from Max's eyes, narrowing her eyes at Rachel who was standing in the doorway with a wide grin on her face. She was holding Chloe's pajamas in her hands._

 _"In fact, I didn't know you could dance at all." she added._

 _"Oh, fuck off." Chloe said._

 _Max bit her lip shyly and stepped away from Chloe. Chloe didn't argue. The moment was ruined. Max gave Rachel a sideways glance and Rachel winked at her, smiling wider. Rachel waltzed in and took Chloe by the arm. "Come on, lover girl. I'm gonna help you out of that costume."_

 _Chloe allowed herself to be led out from Max's room. Max took that opportunity to also change into her pajamas. She folded up her costume and tucked it away in her drawer, followed by shutting off her stereo. She then sat on her bed and put her face in her hands._

It has been one strange fucking day. _she thought._

 _She heard a thud come from the hallway and jumped to her feet, running to see what happened. She was presented a visual of Chloe face down on the floor (giggling?) and Rachel shaking her head disapprovingly like a mother._

 _"She is the only person I know who can't maintain one level of drunkenness." Rachel said. "One second she seems lucid, and the next she's pulling shit like this."_

 _"Shut up, Ambre." Chloe mumbled into the carpet, making Rachel roll her eyes._

 _Max walked up to them and hooked her hand under Chloe's elbow, Rachel doing the same, and the two of them lifted her up. Chloe walked with them back to Max's room and they set her on the bed. The punk laid down almost instantly and Max sighed._

 _"Thanks again, Rachel." she said._

 _"No worries. I'll come by in the morning and see what's going on." Rachel said._

 _"Okay. Bye."_

 _Rachel waved and left Max's room, shutting the door quietly. Max looked at Chloe, who looked like she was already falling asleep. Max hummed to herself and grabbed an extra blanket from her closet. She decided she'd take the couch and let Chloe have the bed. Just as she was laying out the blanket, she heard Chloe say her name._

 _"Huh?" she said, turning to face her._

 _"C'mere." Chloe muttered, reaching out to Max._

 _Max's expression became one of confusion as she put the blanket down and walked towards Chloe. Chloe grabbed her by the arm and pulled her down onto the bed, making Max cry out in surprise. Chloe wrapped her arm around Max and pulled her flush against her. Max's heart was pounding wildly again as Chloe nuzzled into her neck._

 _"Stay here." she said sleepily._

 _Max gulped nervously but nodded, trying to settle her nerves. "Okay."_

 _Chloe's breathing slowed after a bit. Max could feel goosebumps rising on her skin. Her phone chimed and she grabbed it, checking the message._

 ** _Rachel: Forgot to warn you. Chloe's also a cuddler when she's drunk ;)_**

Thanks for telling me that now. _Max thought, putting her phone back down.-_

"That's really all I remember." Max finished. "I think I fell asleep after that."

Chloe was an expert at keeping her cool most of the time. However, anyone standing right next to her would be able to see the veins slightly straining in her neck. She was trying her hardest not to blush/scream/run from the room. If this were a cartoon, there would be steam rising from her ears. "Oh. Cool."

"You're not weird about it, are you?" Max asked.

"What? Pfft, no. It's all chill." Chloe said with a nonchalant wave of her hand.

"You sure? I'm not. I know how some people can be when they're drunk." Max said.

"Really, it's alright. Thanks for looking our for me." Chloe said. _I still need to find a way to make this up to her. It's so fucking awkward._ "Hey, um... Do you... wanna go out for breakfast?"

"It's almost noon, Chloe. And you're hungover." Max pointed out.

Chloe glanced at the clock but shrugged with a grin. "Who cares? Breakfast is an all day food. Plus, do you think this is my first hangover? We'll be fine."

"I don't know..." Max stood up from the bed.

Chloe looked around for hey keys, finding them also on the nightstand and snatched them up. "Do you trust me?"

"Of course I do." Max's eyes widened when she realized with no hesitation whatsoever. She didn't even have to think over the question.

"Then let's go. I know the perfect place to go. I was kinda avoiding it, but..." Chloe scratched her head with an embarrassed smile.

"In our pajamas, though?" Max asked.

"Don't be so nitpicky. It's Saturday. Come on." Chloe took Max by the hand and headed out the door.

 **...**

 **Yeah, I've never been drunk nor have I been around drunk people, so I don't know how to write them xD Forgive that. This was also kind of all over the place, so I'm sorry for that too. Anyway, I hope you enjoyed! Leave a favorite/follow/review if you did and I'll see you in the next chapter!**

 **CaptainVampireQueen awaaay!**


	9. Chapter 8 (FINALLY!)

**Heyo! Sorry for taking so long, I have been going through a lot recently and it caused a huge change in my life for me. I have trying to cope with it while maintaining things like this, so the process was really slow. Anyway, the wait is over! Here is chapter 8!**

 **WARNING: Step-dick makes an appearance again. And maybe something much awaited for.**

 **NOTE: Big thanks to Chaotic Reborn for their help on this chapter!**

 **...**

 _ **~I'll settle on the dust**_

 _ **Settle on the dust...~**_

Chloe pulled up in the parking lot of the Two Whales Diner and sighed. She was eyeing the sign skeptically and her hands visibly tightened on the wheel. Max noticed and looked at the bluenette's expression. She seemed almost... nervous.

"Chloe?" Max said.

Chloe dragged her eyes from the sign to Max's concerned gaze. The smile she gave didn't quite reach her eyes. "Yeah?"

"Are you okay?" _What about this place bothers her?_

"Totally chill. Come on," Chloe removed the keys from the ignition and opened her car door, hopping out. She walked around to the passenger side and opened the door for Max. "I think you're gonna like this place. Best damn pancakes on this side of the Bay."

Max smiled and got out of the truck. She waited for Chloe to shut the door and followed her up to the diner. Chloe held the door open for her again. She pointed towards the end of the diner. "Pick a booth, I'll be right back."

Max nodded and started for the booths as Chloe headed for the restroom. She slid into the second to last booth and leaned forward on her arms. Sounds of clinking silverware and plates filled the air, just overpowering the sizzling of the stove behind the order window. Delicious smells infiltrated her nostrils, making her stomach growl. She looked out the window, the lighthouse catching her eye. The sky was painted gray behind it and it grew darker the further back she looked.

 _Must be a storm coming._ she thought.

"Well, it's not often I see a new face around here."

Max's head whipped around at the new voice. A woman with dirty blondish hair stood at the table, giving her a gentle smile. "Oh, um, hi." she said.

"What would you like this afternoon, dear?" the woman said. She pulled out a notepad and picked the pencil from behind her ear.

Max raised her eyebrows in realization. "I haven't looked at the menu yet."

"You don't have to look at the menu."

Max and the woman looked towards the other end of the diner. Max felt instant relief when she saw Chloe approaching them. She could handle being socially awkward when there was someone else she knew around. The woman straightened up and gave Chloe a warm smile. "I take it this is a friend of yours, Chloe?"

 _Wait, she knows Chloe?_ Max thought.

Chloe noticed the confused expression on Max's face and smiled. "Max, this is my mom. Joyce. Mom, Max Caulfield."

"This is your mom?" Max looked back to Joyce.

"I know, it's a shocker isn't it?" Joyce chuckled. "Nice to meet you, Max."

"Nice to meet you, too." Max smiled.

Chloe hopped into the booth across from Max and turned to her mother. "I think Max would like to try the latest special."

Joyce scribbled that down on the notepad and Chloe ignored the look Max gave her. "I take it that's what you want as well?" Joyce asked her daughter.

"Yep." Chloe said.

"Alright, I'll bring them out soon. I'll have Luke bring you two some coffee while you wait." With that, Joyce walked away back to the kitchen.

Chloe sighed and reclined back into the chair. Max looked at her with a smile. Chloe caught her looking and raised an eyebrow. "What?"

"Is that why you never brought me here before?" Max asked.

The way Chloe's cheeks turned slightly red told Max was she needed to know. "Please, Caulfield. You're ridiculous."

"You were nervous about me meeting your mother." Max laughed.

"Well," Chloe sat up. She looked out the window. "Not really that. My mom is cool."

"Then..." Max's tilted her head.

"I was kinda worried that my step father was here." Chloe's voice was small and soft. Max didn't like it.

"Your step father?" Max said. "You mean David?"

"How'd you know it was David?" Chloe raised an eyebrow.

Just then, Luke could be seen approaching their booth with a coffee pot in one hand and two cups in the other. He set down a cup in front of each of them, pouring them full of steaming hot coffee. Max looked to him with a grateful smile and watched him walk away before addressing Chloe once more.

"I saw his dogtags lying around in the living room. I still can't believe he was a soldier...well, yeah I can." Max smiled to Chloe, who was listening intently. It wasn't necessarily a lie. Even though Kate had been her informant, she did see his dog tags the last time she was at Chloe's house.

The bluenette rubbed the back of her neck sheepishly, avoiding Max's gaze. "Well, now you know my dear old step-douche. He still treats the house like it's a goddamn military compound." she rolled her eyes, as if the mere thought of him made her want to puke.

Max nodded slightly in agreement. "Yeah, he does the same thing at Blackwell...he's pushing Principal Wells to have surveillance cameras installed in the dorm rooms. The dorm rooms."

"Yep, sounds like him alright." Chloe scoffed, before the conversation was interrupted by Joyce's voice calling to the two girls, "Make way, ladies! The hunger cavalry has arrived."

They both looked over and were greeted by the sight of Joyce carrying two large plates, one in each hand, and approaching the table. The two girls glanced at each other with matching smiles before pushing any table clutter out of the way so Joyce could set their plates down in front of them. The intoxicating aroma of the meals hit them first.

 _Oh my dog...I could live on just the smell._ The brunette thought, eagerly licking her lips. It was a large, fluffy Belgian waffle drizzled with chocolate and maple syrup, topped off by a little whipped cream and a strawberry. It was accompanied by two sunny-side-up eggs and a pile of ketchup- covered home fries on the side.

She could see that Chloe had already shoveled a mouthful of Belgian waffle into her mouth, which made her giggle slightly before turning to Joyce and softly saying "Thank you."

"You're welcome, hun. Lemme know if you need anything else." Joyce smiled back, before turning and walking back to the kitchen.

Max practically snatched up her fork and dug into the home fries, the first mouthful being the best one. The way the ketchup combined with the well- done nature of the home fries seemed to hit just the right spot.

After a few mouthfuls, Chloe glanced up at Max, only to be greeted by what she could only describe as the most adorable thing she had ever seen. The brunette was enveloped in her home fries, so much so that she hadn't noticed the little splotches of ketchup at the edges of her mouth, or the small crumbs littering her chin. Chloe thought it was so damn cute.

"Uh, Chloe? You're staring."

 _Shitballs._

"Hm? Sorry, thought I saw something." the bluenette lied through her teeth, forking a little bit of egg into her mouth.

"Is there something on my face?" Max tilted her head softly, which practically made Chloe's heart melt.

"Uh, nah. You're fine." Chloe lied a second time, flashing Max a smile as she went back to her Belgian waffle.

Max found herself blushing, and she tried to ignore the skip of her heart. She took another bite of her home fries before finally deciding to give the belgian waffles a try. She used her knife to cut out a piece of the small waffle stack and took the bite. The syrupy flavor spread over her tastebuds and she gave a satisfied hum at the fluffiness of the food. It tasted so good. She chewed slowly as if to savor each bite like it'd be her last.

"You were right, Chlo." she said once she swallowed. "These really are the best damn waffles on this side of the bay. They're hella good."

The word was out before she could catch it. Her eyes widened in surprise and Chloe paused in shoveling a forkfull of fries into her mouth. She raised her eyes to Max and started to smile, much to Max's embarrassment. "Did you just say 'hella?'" she asked.

"I-um…" Max stuttered.

Chloe snorted a laugh. "I think I'm becoming a good bad influence on you."

"Whatever." Max said with a small laugh. "Maybe soon you'll be saying 'wowser.'"

"Please! Like you'd ever catch me saying that." Chloe laughed.

"Don't count your chickens before they've hatched, Price." Max smirked.

"But which came first; the chicken or the egg?" was Chloe's rebuttal.

"That doesn't even make sense, you big dork." the brunette giggled, which in turn caused Chloe to laugh.

"Psh, who makes sense these days? That's such a hipster thing." Chloe joked, grinning.

"Hey, I resent that!" Max pouted jokingly, and couldn't help but giggle once more.

Just then, Joyce approached the two's table with the bill in her hand. "My god, your plates are cleaner than Chloe's room." she joked, earning an eye roll from the bluenette. "I take it you two ladies enjoyed your meal?" she smiled.

"Absolutely, Joyce. It was super good." Max replied with a smile.

"That's what I like to hear." Joyce smiled as she set the bill down on the table. "Take your time, ladies. I'll be just over there." She gestured to the area behind the counter as she walked away from the two.

Chloe watched her mother walk away, presumably waiting until her mother was out of earshot. Afterwards, she looked back over to Max with one of her classic Chloe Price smiles. Max had to keep herself from blushing, for fear that Chloe would notice. "Whaddya say we blow this joint and head over to one of my favorite places in this shithole they call a town?" The bluenette crossed her arms and awaited Max's answer with a smirk.

 _That could be anywhere from a mosh pit to an old abandoned meat processing plant… Then again, anywhere with Chloe can't be that bad._ Max thought inwardly. She found herself smiling and nodding as she rummaged around in her bag and pulled out her wallet. "Sure, let's do it." she accepted the bluenette's offer whilst rifling through the bills in her wallet for enough to cover the check and Joyce's tip.

A hand overlapped hers and Max looked up to find Chloe stretching across the table. Said girl waggled her eyebrow and shook her head. "No way, Maximus. I got this."

"You don't have to-" Max started. Her sentence was cut off by Chloe reaching even further and covering her mouth. Her heart started to pound. She was suddenly brought back to the closet, the last time Chloe had done that.

"Shh. Don't worry about it." Chloe sat back and slipped her hand into her pockets in search of her cash. "Wouldn't be very gentleman like to make a lady pay." She flashed a wink and a cheeky grin at Max.

It took everything in Max not to blush. "So you're a gentleman?" she asked.

"Damn straight, and you're the breakfast date." Chloe said. She laughed to cover up her slip up and slapped the crumpled money down on the table. "Plus, it would be a pleasant surprise to Joyce to see that I actually paid for a meal for once."

Chloe stood up from the table and Max followed suit after putting her wallet away. She started following Chloe and thought for a second. "Wait, Chloe?"

"Yeah?" Chloe looked back at Max.

"We're still in our pajamas." Max said, giving Chloe a 'please let me change' expression.

Chloe sighed and scratched her head. "If I drop you off at your dorm to change clothes, will that make you feel better?"

"Definitely." Max nodded with a smile.

"Fine, come on." Chloe gestured for Max to continue following her. The brunette complied. "I'll drop you off, go to my place and change, the come back for you. Cool?"

"Thank you." Max said.

Chloe shook her head. "You're the only teenage I know that complains about going out in their pajamas on a Saturday. Must a be a hipster thing."

"Still resenting that."

The duo laughed and Chloe held open the door for Max, bowing slightly. "After you, m'lady."

Max giggled. "Thank you, kind sir."

Chloe smiled up at her. Max headed out with Chloe following behind. Back in the diner, Joyce was watching from the serving window. She smiled to herself as she gathered up a customer's order.

"Been a while since she looked that happy." Luke commented from behind her, his eyes also on the diner's exit.

"Sure has been. That Max must be something special." Joyce said fondly.

 **...**

Chloe made it to the school and took a parking space, deciding that she would at least walk Max to her dorm before heading home. She definitely had a problem with bringing Max to her place at that time. If David wasn't at Two Whales with her mother, and she hadn't seen him around the campus yet, he had to be at the house.

Unless he's harassing some random kid at a playground. Chloe grimaced at the thought.

Her and Max climbed the steps out of the parking lot and turned towards the entrance of the dorms. There were a few other students lingering around, a couple boys throwing a football around, a girl arguing on the phone with either her boyfriend or her parents. Max and Chloe ignored them, enjoying the otherwise quite peaceful atmosphere. They were fine just walking in silence.

"Hey Caulfield!"

And the silence was ruined. Chloe looked at Max, her eyebrows knitting together when she saw how tense she suddenly was. Her eyes showed a mix of fear and annoyance. Max looked over her shoulder and she sulked. Chloe followed her gaze and immediately understood. Coming their way was Victoria Chase and her groupies.

"I think you have a mutt following you around, Max." Victoria said without looking at Chloe. Chloe's hand tightened into a fist.

"Good morning to you, too, Victoria." Max grumbled. "What do you want?"

"Wait, what the hell are you wearing?" Courtney Wagner piped up. She was eyeing Max up and down, her expression one of utter disgust.

"Pajamas, ever heard of them?"

All eyes were on Chloe then, and Chloe was staring them down right back, looking quite unamused, and...rather deadly. Max looked like she feared for Chloe's life at the moment. She took a hold of Chloe's arm and tugged gently. Chloe glanced at her and felt her insides melt at the look in Max's eyes. She was pleading with her to stay calm and keep out of it. She felt her body relax and sighed. Max looked back to Victoria.

"Down, girl." Victoria said. She looked at Max. "I think you need to buy her a leash." she sneered. Chloe flinched, Max's hand tightened.

"Don't you have someone else's life to make miserable?" Max said.

Victoria smirked. She completely disregarded the question. "You know, I was just talking to Mark- Mr. Jefferson- about class yesterday."

"I know his name, Victoria." Max said.

"You think you're so smart, huh? That you have all the answers?" Victoria narrowed her eyes. "'The Daguerreian Process, sir!' You could barely even spit the words out. I guess you got your meds refilled."

I swear I'm gonna beat the living shit out of her. Chloe thought.

"It's funny that Mr. Jefferson falls for your waif hipster bullshit." Victoria continued. "A lame gimmick, really."

"Why don't you just shut the fuck up, Chase?" Chloe said. She stepped in front of Max, fists clenched in a white-knuckled grip, and glared down at Victoria.

Victoria didn't seem phased. Without missing a beat she said, "Oh so you're a guard dog, too? That's cute. You have a tendency for protecting all your girlfriends, don't you _Price_?"

Chloe's teeth grinded together behind her lips. This was exactly what she'd been telling Rachel about. Max told Chloe about almost all the shit Victoria would say to and about her. Which didn't really surprise her since she knew her through Rachel. From what it seemed, Max had it hard enough with this girl. Being around Chloe and being seen with her by Victoria just topped off everything.

"Better than being a lap dog." Chloe spat. The sentence didn't process before it came out, but the brief ghost of anger and surprise on Victoria's face was worth it. Chloe kept going. "You rich, elitist fucks think you can do whatever the fuck you want, and stomp on whoever the fuck you want, then hide behind your pansy fucking minions and your glamorous trust fund. Well, I got four words for you. FUCK. THE HELL. OFF. Or we're gonna have some goddamn problems. And trust me when I say it will not end well for you." the bluenette didn't bother to disguise the blatant threat.

The silence that ensued afterwards was a heavy one. Taylor and Courtney turned their gazes to Victoria, and Max turned hers on Chloe. When Victoria didn't say anything back Chloe tilted her chin up and moved her arm so Max's hand slid down into her own. She held tightly and started to turn away before pausing and looking back at Victoria.

"Oh, and if Max tells me anything else about you messing with her, keep in mind I know where you bitches sleep."

Chloe started walking away with Max stumbling behind for a second. She caught her footing and looked up at Chloe. Chloe saw her staring from the corner of her eye and glanced back, finding it hard to maintain eye contact with her after what just happened.

"Chloe, that was…" Max started. "I-I don't even know what to say."

Chloe rubbed the back of her neck sheepishly. "I do. I'm sorry. I know you wanted me to stay out of it-"

"No, I'm glad you stepped in. The look on Victoria's face was _priceless_." Max smiled.

"Haven't heard that one before." Chloe said sarcastically, smiling as well. "How long did it take you to come up with that?"

"Honestly I've been tossing it around in my head for a while." Max replied.

Chloe chuckled. "Seriously, though. I didn't mean to lose my cool like that. But she's so goddamn infuriating. I couldn't stand there and just listen to her bullshit anymore."

"I understand. Thank you." Max gave her hand a gentle, reassuring squeeze and Chloe returned it.

The rest of the walk was uneventful. They made it to the dorms and inside, down the hall to Max's room. Max took her keys from her bag and faced Chloe. "So you'll be coming back for me?" she asked.

"As soon as I get dressed." Chloe promised.

"Alright. I'll see you soon, then."

"Count on it." Chloe smirked.

The bluenette's hand slipped from hers, leaving the warm, comforting imprint on Max's hand for her to miss. Chloe flashed her a smile and turned around on her heel. Max watched her until she was out the door and turned to her dorm, holding key up to the lock.

"Oh, Max!"

This voice was much friendlier. Max looked over in the direction it came from and saw Rachel exiting her room. She returned the smile the blonde was presenting and stood straight. "Morning, Rach. Er- afternoon." It occured to her then that she had said 'morning' to Victoria. Oh, well. Not like I really care anyway.

"You look ready for the mosh pit." Rachel joked, approaching Max. "I'm pretty sure something is backwards here."

Max laughed. "Ah, Chloe and I went for breakfast at Two Whales."

"Her stepdad wasn't there, was he?" Rachel asked.

"Just her mom." Max said.

"That's a relief. Anyway, I tried stopping by earlier to check on you guys but no one answered. I figured you two were still knocked out." Rachel said. "How did you guys sleep?"

"Very well. Thanks for the last second warning, by the way." Max said.

"So she did cuddle with you." Rachel smirked. "I would've killed for a picture."

"Keep dreaming. I gotta go get dressed, though. Chloe's taking me somewhere." Max said.

"She didn't say where?" Rachel asked.

"I think she wants to keep it a surprise." Max said.

Rachel gave a knowing smile and nodded. "Well, don't let me keep you any longer. I'll catch you later." She gave a small wave and started up the hall, pausing when Max called her name.

"You...wouldn't happen to know where she's taking me?" she said.

"Afraid it's some old abandoned meat processing plant?" Rachel questioned.

"Um…" Max said, caught off guard that Rachel somehow knew what she was thinking.

Rachel laughed. "Don't worry. You have nothing to worry about."

The blonde disappeared out the exit and Max sighed, entering her dorm to start getting dressed.

…

Max waited at the front steps for Chloe to arrive. She had her headphones in as she looked up and down the road, listening to Heart Out by The 1975. She was mumbling along to the lyrics with a small smile gracing her lips. She recently discovered the band a few months back and became instantly obsessed with them. To be typical, she had her camera tucked away in her bag in case any good photo opts came about. She recalled that she only had a few more days before the Everyday Heroes contest was over. Mr. Jefferson reminded the class yesterday that most of them hadn't turned their pictures in, Max included.

 _"Life is what happens while you're busy making other plans."_ he told her specifically.

 _But what do I even take a picture of?_ Max thought. The only option she had was a simple selfie of her in front of her mini gallery in her room. _How can I show that to Mr. Jefferson?_

Max's thoughts halted when she saw Chloe's familiar truck pull up before her and she smiled wider, standing up and removing her headphones. She saw Chloe lean over, giving Max a full blown grin before yelling, "Get in, loser! We're going driving!"

Max laughed as she walked down the steps and up to the truck. "I didn't know you saw that movie." she said as she opened the door and got in.

"Who hasn't?" Chloe said. "Now close your eyes, I don't want you seeing anything until we get there."

"So I can't stare at you along the way?" Max teased.

Chloe scoffed, laughing. "Nice try, smart ass. Close 'em."

"Okay, okay." Max said, doing as she was told.

She heard the change in the engine as Chloe put the truck in gear and they were off.

 **…**

It seemed like at least a 15-minute drive, with the brunette often getting fidgety from having her eyes closed so long. Finally, Max heard the truck roll to a stop and Chloe's voice saying "Open your eyes, Maxi-pad." with a smile.

Max did indeed, and what she saw...didn't surprise her, actually.

It was an old junkyard. It looked unused and abandoned, and had multiple piles of junk and debris simply laying around. Among the junk was a few stacked up old cars, a gutted school bus, a small ship, and a few other things. Max thought it suited Chloe's personality, and that's exactly what she told her, with a playful little smirk on her face.

"Why, 'cause I'm trashy? Tell me something I don't know, sista." The bluenette teased back with a smile.

Max giggled, putting her hand over her mouth for a second, then responded, "What're we waiting for? Let's go check out the Chloe Cave." she quipped, earning a playful shove from the bluenette. Neither of them could stop laughing until they had gotten out of the car and composed themselves, making their way into the junkyard.

"Welcome to American Rust, my home away from hell." Chloe said, opening her arms wide. "Cozy, isn't it?"

Max laughed a bit. "It'll take a bit of getting used to, but it is cool."

"Trust me, you haven't seen the best parts." Chloe said. She slipped her hand into Max's and continued to pull her along eagerly. "Rachel and I come out here sometimes to blow off steam."

"Literal steam?" Max joked. That earned her a smirk.

"Smoke and steam are two different things, Caulfield. What are they teaching you at that school?" Chloe chuckled and shook her head.

"Obviously not the difference between smoke and steam." Max laughed.

Chloe laughed along with her and came to a stop in front of the land wrecked boat, covering her eyes to look up at it. "She wasn't lying when she said I used to love the whole pirate thing. I would come out here on bad days and pretend to drive this thing all over west hell." She smiled longingly, her gaze seeming distant for a second. "We've been through a lot these past few years."

"It looks like it would be a really nice boat if it wasn't here." Max said. She approached the boat and ran her hand along the side of it, leaving a clean trail in the dust and dirt coating it. She made a face and brushed it off on her jeans.

Chloe, on the other hand, was scaling the small hill beside them and pulling up a board from a pile of junk. She stood it up in front of her and gently pushed it over so it landed on the edge of the boat with a semi-loud thud. Smiling to herself, Chloe crossed the board and hopped into the boat. She looked down at Max. "Ahoy there!"

Max laughed, deciding to play along. "Seems there be signs of life on this ship?" she said. She started up the hill. Chloe's eyes followed her movement.

"Halt, landlubber! What do ye think yer doin' approaching my ship?" Chloe said. She stepped one foot on the board and pointed at Max.

"Permission to come aboard?" Max stopped abruptly at the end of the board. She could feel Chloe's gaze sizing her up again.

Chloe bent down and picked up a pipe, wielding it like a sword. "What be yer business here?" Chloe said.

"I wish you to speak to your capitain." Max said.

"Ye be lookin' at her, Lass." Chloe said. She lowered the pipe and dropped her foot from the board. "Come aboard. And we'll talk."

Max and Chloe gazed at each other for a moment and burst into laughter. Max crossed the board and jumped down beside Chloe. Chloe tossed the rusted pipe to the side and sat down on the bow of the boat. Max took a seat in the chair and looked over her shoulder. _I can see almost the whole junkyard from here…_ She thought. Instinctively, she reached into her bag and pulled out her camera. She re-positioned her body to get a better angle and raised the camera to her eyes. She waited a second before hitting the button. The camera snapped the picture and there was a whirring sound. The camera dispensed the picture and Max withdrew it, shaking it gently before tucking it away.

"It feels nice to bring someone else to my secret hideout." Chloe said thoughtfully, catching Max's attention. Chloe had lit up a cigarette and was resting her arms on her knees, gently breathing out the smoke. She wasn't looking at Max, but rather the floor of the boat.

"It feels nice to be brought to someone's secret hideout." Max said, smiling.

Chloe looked up at Max as she drew the cigarette to her lips again. Max felt a clenching sensation in her chest. Chloe's eyes were dancing with so much emotion. There was happiness, there was amusement, there was love, there was a childish spirit. Max could see all of it. And she could see beneath it.

Loneliness, heartbreak, sadness. Anger. These are what was masked in the flawed beauty of Chloe's stare. This was someone who had been broken one too many times and was forcing themselves to love and trust again. Chloe was picking up the hundreds of shards that once made up her heart. She'd been through too much to only be nineteen years old. Once she had felt all those emotions, she couldn't let them go. Even in her happiest moments, she was angry. Even in her saddest moments, she was trying to smile. Max couldn't take it. Her hand tightened on her camera.

"Chloe, don't move."

Chloe started to sit up. The emotions were changing. "Huh?"

"Don't!" Max said hurriedly. Chloe blinked in surprise but leaned back down. Max lifted her camera. "Put the cigarette back to your lips."

"Uh, like this?" Chloe positioned the cigarette just between her lips.

"Yes, just like that." Max said. She put the camera to her eye. "What were you thinking about?"

"What do you mean?" Chloe asked.

"Exactly what I said. What were you thinking?" Max questioned.

"I-uh…" Chloe stuttered. "I was thinking about everything."

Max shook her head. "Be more specific."

"What are you doing, Caulfield?" Chloe said. A smile was tugging at the corner of her lips.

"My project." Max said. "Now please. Answer the question."

"Okay, um… I was thinking about this morning. How hella good the food was." Chloe smiled fully. "This place and how calming it is to me." Her expression shifted. "Then I kinda thought of last night. I was trying to remember for myself what happened." The emotions were coming back, much to Max's relief." "I, er, thought of you…"

Max was tempted to lower the camera. "What about me?"

 _There. There it is._ She thought. Chloe returned to what she looked like before, and it occurred to Max that she was the cause. She felt her heart flutter in her chest. That semi-forlorn but hopeful light in her eyes. Don't lose this, Max. Take the picture. She pressed the shutter and the picture was snapped. The camera whirred and spit the polaroid out. Max closed her fingers around the picture and pulled it out. She shook it and, instead of putting it away, she held it up to look at it.

"How did it come out?" Chloe got up and walked over to Max, leaning over to look at it. Max was transfixed, caught up in the shot.

"It's...beautiful." she said softly. She looked up at Chloe, who was looking at her.

"You're just saying that." Chloe said, smiling a bit.

"No, Chloe. I'm not." Max handed the picture up to her. "Look for yourself."

Chloe gave Max an incredulous look, but took the polaroid from Max's hand. She turned her gaze to the picture and studied it closely. Her expression had become unreadable. She stared at it for a good few seconds before turning to Max.

"This is hella nice, Max." she said.

Max felt the blush rise in her cheeks and smiled. "Th-Thanks. I'm sorry for not asking, but I just really wanted to take that shot of you and-"

"Calm down, sista. I gave you a compliment." Chloe nudged her gently. "Besides, I was wondering when you were finally gonna take a picture of me."

"I didn't know how you felt about pictures. And I don't always take pictures of people so I thought it would be rude to ask." Max explained herself a little hurriedly, making Chloe laugh.

"You have my permission to take a picture of me anytime." Chloe said.

Max felt the flutter in her chest again. Her body seemed to be getting lighter the longer she looked in Chloe's conflicted eyes. The way Chloe was staring back was drawing her in. She was reliving all the close calls they had gone through. So many almost kisses. Could they...maybe…

"CHLOE!"

The bluenette nearly jumped out of her skin. The picture instantly dropped from her hand and Max saw instant anger and fear cloud over her once soft features. Her eyes were hard in an instant. As Max knelt down to pick up the picture, Chloe turned around and her hands clenched into tight fists. Max made her way to the edge of the boat and peeked over. Her blood ran cold.

 _David Madsen?! What the hell is he doing here?!_

David was dressed up in his security guard uniform and his expression was way more than pissed. He was making his way to the boat, his gaze dead set on Chloe.

"What, did you stalk me here?" Chloe asked sarcastically when David was close enough to hear her.

"Your mother and I have told you over and over again about coming here." David said. He came to a stop below the boat, glaring up at Chloe. Max was still ducked down, trying not to be seen.

"Oh, yeah, like I give a shit what you tell me to do." Chloe said. "Can't you let me live my life?"

"Not if it involves you frolicking around in junkyards!" David yelled. "Come down here, I'm taking you back to the house. I'll call a tow truck-"

"Hella no! You think because your Mr. Ex Soldier Gone Security Guard I'm supposed to do whatever you say?"

David started to say something, but a flash of brown caught his attention. He fixed on it. "Who is up there with you?"

Chloe wavered for a second "None of your damn business." She said.

"Don't give me that bullshit, Chloe." David said. "Stand up!"

Max felt her heart stop in her chest. She couldn't really breathe. She could sense Chloe's eyes boring through her. She had to get up.

"Stand up now, or I'm coming up there!" David demanded.

Max's legs moved on their own accord, albeit like jelly. She clutched the picture of Chloe in her hands. She turned slowly, her head slightly bowed.

"Of course. Max Caulfield." David said. "Figures I would be seeing you around here. I have heard a lot about you." Max lowered her head even more, wanting to turn invisible. "Wouldn't it be something if I told Principal Wells about this? Hanging around in a junkyard with a delinquent? That would ruin your spotless Blackwell record."

"Step off my friend, asshole!" Chloe said angrily. She hopped over the boat and landed with a heavy thud in front of David and stared him down. "Max hasn't done shit. You're just looking for a reason to be a dick to someone."

"You have no friends." David said. "And that jailbait Rachel Amber doesn't count either-"

"Fuck you!" Chloe yelled.

It all happened in record time, as all things do. Chloe raised her hands to shove David away, David's hand was a blur as it struck her across the face. It was deja vu. Chloe felt her chest compress when the air in her lungs escaped much too fast for her to react. Max raised her hands to her mouth and, the next thing she knew, she was scrambling across the board and down the hill to Chloe. Her arms went around Chloe's waist and she pulled her back. She was sure that the look she was giving David was nothing but pure hatred.

Chloe's eyes are burning with hot tears and she looks up at David. David still had his hand up, his face almost in disbelief. Chloe shrugged Max's arms from her and said lowly, "Come on, Max. My secret hideout doesn't feel so secret anymore."

Chloe stepped around David and Max followed close behind. They left David standing there as Chloe trudged to her truck and Max walking like a frightened deer (try imaging that). Reaching her truck, Chloe practically threw the door open and hopped in. She waited as Max shakingly opened up the passenger side door and got in beside her. Chloe started up the truck and hit the gas. The truck lurched forward in response and they passed David's car (with Chloe muttering something about knocking off one of his mirrors). Max sat in silence, watching Chloe from the corner of her eyes. Her expression was seething with unfiltered anger and her knuckles were white on the steering wheel. Max could hear her attempt at taking calm, slow breaths. She wanted to say something.

"Chloe?" she said softly.

"What?" Chloe snapped. Max flinched, but she knew it wasn't anything against her. Chloe paused and exhaled heavily. "I'm sorry… I…"

"No, I get it." Max said. "Don't apologize."

Chloe swallowed thickly. "I'm sorry you had to see that."

"Don't be. I'm sorry you have to go through that." Max said. She felt the impulse to put her hand on Chloe's shoulder, but resisted. After what just happened, she didn't think that physical contact was the best.

"It's nothing new." Chloe said.

Max's frown fell even further if that was possible. She knew for sure that she didn't want Chloe driving while she was upset. Especially if she had no set destination in mind. Max looked out the window at the nature blurring by in flashes of green and brown. "Chloe, maybe you should pull over."

Chloe's hand tightened on the wheel again, but she huffed a sigh and the truck started to slow down. Chloe pulled over on the side of the road. She shut the truck off and sat back against the seat, glaring at the outstretched road before them. Only one car was coming and the person went by without a glance in their direction. Max looked down at her hands and inhaled deeply.

"Does your mom know?" she asked.

Chloe scoffed, dropping her gaze from the street to the floor of the truck. "Like she'd believe me if I told her. The only one that knows is Rachel… and you, now." The last part came out a bit strangled. Max's heart squeezed.

"You should tell her." Max said. "It's not right that he is abusing you like that. And his background gives him no excuse."

"It's not that simple, Max. Do you know what I would be doing if I told Joyce about this and ruin her views on him?" Chloe said. "I mean, she knows how tough he can be, but she loves him. And she's happy. I can't do that to her."

"But what is more important, Chloe?" Max moved closer and gave into taking Chloe's hand. She didn't pull away so Max took that as a good sign. "Your safety or your mom's happiness? She would be happy that you told her."

Chloe's breath shook. Her eyes were tearing up. "But she would hate him. You don't know how long it took her to be happy after my real dad died. I may not like the prick, but he tries to do right by my mom at least."

Max gave Chloe's hand a gentle squeeze and Chloe picked her head up to look at her. "You have a good heart. But this is not okay. You shouldn't have to tolerate his abuse so your mom can be happy. It isn't fair. You deserve so much more than that, Chloe. You know you do."

A few tears slipped from Chloe's eyes and Max reached up and brushed one away with the pad of her thumb. Chloe suddenly seemed older and worn, more tired than Max had ever seen her. The eyes were gateway to the soul and Chloe's looked broken. It made Max want to cry herself. It tied her stomach in knots and made her heart ache. She had a tortured soul.

She couldn't tell you (whether she wanted to or not) who leaned in first, but she knew when Chloe's lips pressed firmly against hers that her heart skipped a beat and she felt a shudder pass down her spine. The kiss was salty due to the tears. Max didn't care. She closed her eyes and leaned into Chloe, returning the gentle caressing sensation. Chloe's hand found her waist and her fingers tightened on Max's gray sweater, tugging her closer. Max complied and found herself nearly in Chloe's lap. Chloe's back hit the car door when she pulled her legs up and pulled Max between her knees. The kiss went from urgent and rough to a slow dance sort of, from full of hurt and anger to passion and need for comfort. Max wanted to give that to her. She wanted Chloe to feel all the happiness she deserved and more. She wanted to be the one to give her that any way she could.

The kiss-turned-makeout-session ceased and Max and Chloe were breathing somewhat heavily, their lips swollen slightly as a result of what had occurred. They stared at each other and Max knew she was starting to blush by the heat rising to her face. Chloe seemed at a loss for words as well, the only indication she was still conscious was her breathing and the way her eyes searched Max's features. Her lips parted after a second and only a single word came out.

"Wowser."

 **...**

 **BOOM BABY! The chapter is finally complete! I really hope the wait was worth it, I tried to make it my best while also having it out before I lost interest. I thank you guys so much for your patience and I can't wait to see you in the next chapter!**

 **CaptainVampireQueen awaay!**


	10. Author's Note: Again!

**Hey, all! Couple of notes. First, progress on the chapter has been slow due to me shifting all my focus to working on a major project in one of my classes (I just _love_ being a senior) that's due the week after next. I still have a lot to do on it, but I have been making sure to add to the story. The document is in the 3,000's so Chaotic Reborn and I have been working.**

 **Second: There's a chance that the story's rating will change. We're not entirely sure about it as of right now. It's a work in progress. You'll definitely know for sure when the next chapter is up! We thank you for your patience and understanding!**

 **CaptainVampireQueen awaaay!**


	11. Chapter 9 (Part 1)

**Jeez, I don't even know how many chapters are left in this story. Maybe three or four, but that is just an estimate.**

 **\- CaptainVampireQueen**

 **If I have anything to say about it, there's gonna be a whoooole lot more than that.**

 **\- Chaotic Reborn**

 **There's always the possibility of a sequel ;)**

 **\- CaptainVampireQueen**

 **…**

 _ **~I don't wanna be anywhere else**_

 _ **than anywhere else but here (x2)~**_

Max quickly scrambled off of Chloe's lap, which gave Chloe the space to sit back up, but she somehow felt...empty without Max on her lap. Or close to her, period. She readjusted her beanie and picked at her hair sticking out from beneath it. Max turned her attention to the floor, her cheeks flaming.

"S-sorry…" she stuttered. Her voice came out a whisper, like it was still working out the affects of the kiss.

"Don't you start apologizing." Chloe chuckled. "Honestly, I…." Chloe paused as her cheeks turned red, much to Max's amazement. She had never seen Chloe blush before. She didn't even think Chloe was capable of doing such a...girlish thing. "...I've been wanting to do that for a while now…"

"R-really?" Max asked.

Chloe nodded once, her hands coming up to fiddle with her bullet necklace. _She's actually nervous, oh my Dog._ Max thought. "I really did. From the moment I saw you, if I can be honest. And when we were in the closet…" Chloe cracked a small smile at that subtle joke. "It took every ounce of my willpower to tear myself away from you. I'm not a believer in love at first sight, but… You, Max. I saw your face and now I'm a believer. Not a trace of doubt in my mind. I'm in love."

Max blinked for a second. She struggled to process the familiar words. When she finally caught on, her expression must of shown because Chloe burst out laughing. Max shoved her playfully, giggling along. "You cheesy dork. Only you would quote that song."

Chloe shrugged. "I mean, hey. It's true." Her hand found her necklace again. "Er...maybe it's a little early for the 'L' word, but… I do really, really like you, Max."

Max could barely contain the emotions swelling in the pit of her stomach. She suddenly felt the swarm of thousands of butterflies thrumming through her. Chloe's consideration of taking things slow term wise satisfied her. She didn't know quite what this was, or what it was going to become, but she liked it. A lot. "Well, I really, really like you, too, Chloe."

"Isn't it crazy?" Chloe said. She looked at Max.

"What do you mean?" Max asked.

"Barely a month ago, we were complete strangers. Now… We were practically making out in my truck confessing our like for each other." Chloe laughed at Max's blush. "It's hella crazy."

"So, um…" Max started. "What does this make us?"

Chloe rubbed her eye for a second. "We don't have to put a label on it. We could just be, you know? We don't have to call ourselves girlfriends, friends with benefits, or whatever else there is to interpret it."

"Isn't that weird?"

"Max, everything is weird. We just happen to be the king and queen of it. Or the two queens." Chloe shot her a wink. "But I've been dealing with labels for five years and I've found that I couldn't give less of a fuck about them. Don't stress yourself over it."

Chloe reached over and took Max by her arm, gently urging her closer. Max complied and allowed Chloe to pull her over. One arm went around her waist, and a hand cupped her cheek. Max felt her heart skip in her chest. She could feel Chloe exhale softly.

"But whatever we choose to do," Chloe said. "as long as I can continue to do this, I don't care."

Their lips met again, this time with more ease. Max felt a comforting warmth pool in the pit of her stomach, drowning out the butterflies and replacing them with a tingly sense of passion. Chloe would say the same, her hand pressing firmly against Max's waist. Max's hand reached up for Chloe's neck and her nails gently scratched the scruff of Chloe's hairline. It sent shivers down Chloe's spine and caused a small moan to escape her slightly parted lips. Their hearts skipped. Max pulled away at a breath's distance and gazed at Chloe through half lidded eyes. The intense passion burning in Chloe's stare seeped into her. Chloe bit her lip and smirked.

"Did I already say 'wowser?'" she said jokingly.

Max smiled. "You hella did."

…

"You know," Chloe inquired, coming to a halt in front of the stairs leading to the upper level of the school lot. Max turned her gaze towards Chloe, raising her eyebrows. Chloe stroked the back of Max's hand with her thumb, smiling. "now that we're… whatever we are, I should take you on an actual date."

"So you're telling me that breakfast this morning wasn't a date?" Max said. "Could've sworn I heard the word 'date' come out of your mouth."

"That was before we actually knew we liked each other, smart ass." Chloe laughed.

"What do you have in mind, Captain Chloe?" Max asked.

Chloe's expression shifted a bit to one of mischief. There was a glint in her eyes that made Max a little nervous. She squeezed Max's hand and started walking again. Max stumbled for a second before catching her footing and gave Chloe a look. "Aren't you gonna tell me?"

"If I did, it wouldn't be a surprise then would it?" Chloe said.

Max sighed. "You can't just leave me in suspense."

"I can and I will. Trust me, you'll love it." Chloe said.

They kept walking, and a gust of cold wind blew over them. Max shivered and pulled her hoodie around her tighter. "I forgot how cold it can get in November." she noted.

Chloe came to a stop and let go of Max's hand for a second. She shrugged off her jacket and handed it to Max, who shook her head. "You don't have to, we aren't that far from the dorms-"

"Come on, Caulfield." Chloe smiled. "Just take it."

Max rolled her eyes with a small smile and took off her messenger bag, handing it to Chloe in exchange for the jacket. She held the sleeves of her hoodie down as she put on Chloe's. She found herself enveloped in Chloe's scent; a mix of Axe Excite (irony?) with a hint of smoke and weed. It was a pleasant blend and Max felt the butterflies stir.

"Not bad, SpiderMax." Chloe said. She was eyeing Max up and down with a smirk. "A couple tats, some piercings, and we'll make a thrasher out of you yet."

"Ready for the mosh pit, shaka brah." Max joked.

Chloe laughed and raised a hand to ruffle Max's hair. "Maybe not. But we can start with some nice color to your hair."

"Color like what?" Max asked. Her hand found Chloe's again and they started for the dorms.

"Hmm… Pink? It would look hella rad on you." Chloe suggested.

"Really?" Max tugged shyly at a strand of her hair, trying to imagine it pink.

"Yeah. I have some dye at my house. We don't have to do it if you don't want to, we don't even have to do your whole head, but-" Chloe's everlasting talking was cut short by Max kissing her gently.

"I'd love to let you dye my hair, Chloe." Max said.

Chloe practically beamed. "Just say the word, Maximus."

Max tilted her head and her expression turned to one of thought. Chloe raised an eyebrow. "What?"

"You have all these different nicknames for me, and I only have one for you." Max shrugged. "I can't really think of any."

"I'm sure you will eventually." Chloe said. "Now, if we're done stalling, let's get you to your room."

"Aw, can't we stall some more?" Max joked, pouting.

Chloe laughed, pressing an affectionate kiss into Max's forehead. "C'mon, smartass. Let's go."

Max nodded and the two continued on to Max's dorm. Chloe held the door open for Max to enter. They started down the hall when the bathroom door opened. Max stopped and Chloe took hold of her arm, ready for it to be Victoria or one of her minions. Max readied herself for the same.

But it was only Kate. Chloe's hand loosened from Max's arm. The door closed behind Kate and she looked up, seeing Max in her peripheral vision. She smiled. "Oh, hey, Max-" Her eyes caught Chloe and her expression wavered a bit. She looked back at Max.

"Hey, Kate." Max said. Her heart pounded. She was caught. "Meet Chloe. Chloe, Kate Marsh."

"Nice to meet you." Chloe put her hand out. Kate blinked and straightened up, taking Chloe's hand and shaking it. "Pretty sure I've seen you talking to Rachel before."

"Nice to meet you, too. I'm sure you have." Kate said. "I'm sorry for my reaction. I wasn't expecting to see anyone with Max."

"Heh, it's alright. I'm sure you've already heard my name around anyway." Chloe said with a small smile. "You don't have to pretend you don't know who I am."

Kate blushed a bit and nodded once. "I'm sorry, I know not everyone lives by their reputation. I do hope you are doing well by Max, though."

"Actually, Kate, about that…" Max said. Chloe found Max's hand and put an arm around her shoulders. "Chloe and I are, um…"

Kate caught on quickly and her eyes went wide. "Oh, my! Max, that's great! I'm so happy for you!"

"Thank you," Max smiled. She felt Chloe give her hand a squeeze. She put a hand on Kate's shoulder. "I promise we'll talk later, okay?"

"No worries. Just text me." Kate smiled. "You two enjoy the rest of your evening."

"You, too." Chloe said.

Kate smiled wider and stepped around them, heading out the front door. Max sighed in relief and turned to face Chloe. She was smiling down at her.

"Well, that was interesting." she said.

"Mhmm." Max hummed. "Sorry about that. I told Kate about you and she was worried."

"Don't apologize, Max. I know I don't exactly have the best reputation around here." Chloe's eyes saddened a bit. Max reached up and cupped her cheek, giving her a reassuring smile.

"Doesn't matter to me." she told her honestly. She lifted herself up on her toes a bit to meet Chloe's lips. "I still like you."

"Boy, does that put my restless heart at ease. Now, you go and find something to occupy yourself for the next few hours. I'll be back to pick you up then." Chloe said.

"How many hours?" Max asked.

"Just until the sun goes down." Chloe said. "It's gonna take a bit for me to set everything up."

"But that's so looooong." Max jokingly complained.

"You'll survive. You can go visit Rachel and tell her the good news if you want." Chloe said with a sly smile.

"Shouldn't we do that together, though?"

"Nah, you got this. She'll probably send me a million texts as soon as the words leave your mouth." Chloe pulled Max close and gave her a brief kiss. One that Max wanted so badly to melt into. "I'll see you later."

Max smiled. "Okay."

They kissed again and Max watched Chloe leave, already missing the feeling of Chloe's arm wound around her waist. She sighed and scratched her head. _What am I gonna do for the next few hours?_ she thought. She looked towards her bedroom door and bit her lip. She didn't want to be alone, but she did have homework to do. She could go talk to Rachel. After all, if it wasn't for her she wouldn't of gotten this far with Chloe.

 _No, wait! You have to turn in your photo to Mr. Jefferson._ Max thought.

Max turned around and left the girls' dorm and broke into a jog once she reached outside. Her messenger bag kept hitting against her thigh and Max sighed, thinking she could've just left it in her room and take the picture instead. She reached the main building and stopped to catch her breath. _Probably shouldn't of dropped that gym class._ She thought as she entered the school building. Few students were walking around, some chatting, others with their headphones in. Principal Wells was talking to Miss Grant by his office. Max greeted them both as she walked by, receiving polite hellos back. Max turned down the hallway towards Mr. Jefferson's classroom. She opened up her bag and reached inside for the picture. She pulled it out and stared at it longingly.

 _Chloe looks so beautiful in this picture._ she thought. _It's easy to tell she has so much on her mind._

Chloe's blue eyes seemed to be piercing her soul through the photo. They were so deep and had that special glint you could only find by people who'd been to hell and back. Wiser than their years and knew too much. Big hearts kept under lock and key. Chloe shared her key with Max. She knew she couldn't lose it.

"Woah, hey!"

Max had been staring at the picture for so long she didn't see anyone appear in front of her. She took a step back and broke her gaze with the photo. She felt her blood run cold under her skin when she saw who she'd walked into.

"Watch where the fuck you're going, Caulfield!" Nathan Prescott growled.

Max felt the word 'sorry' rise to her lips and she bit it back. There was no way she was going to apologize to an asshole like him. _Fuck that._

Nathan grunted angrily and shoved past her. Max caught herself and glared angrily at his back as he stalked away.

 _Yeah, walk away ya damn rich boy._ Max's inner voice spat at him, but she herself remained silent. Rather, she contented herself with a little smile, continuing on her way to Mr. Jefferson's room. She had a photo to submit.

The door to the photography room creaked open slowly, with Max timidly peeking into the room to see if he was there. Sure enough, before she had even spotted him, she heard him. "Come on inside, Max." his voice beckoned her into the room. Slowly, she stepped into the room, closing the door behind him. Jefferson was at his desk, presumably doing some papers. He didn't even bother to look up from his work as he spoke once more. "I assume there's a reason my young prodigy's chosen to visit?" he queried, with a slight undertone of curiosity.

"W-well...I came to submit my photo for the contest."

Mr. Jefferson seemed to perk up at that. His pen stopped scrawling words across the bleached paper, and he gazed up at her with his eyebrows raised, intrigued. "Ah, is that so? May I see it, then?" he folded his hands patiently.

Max nodded, rummaging through her camera bag before producing the photo from it. She reluctantly held it out to him. A part of her wanted to keep the photo for herself, it was just so beautiful. But she knew he'd nag her incessantly about it, and she didn't need that.

Gingerly, the photography teacher took the polaroid, turning it so that he could look at it. His eyebrows raised once more, and Max couldn't tell if it was out of approval. But his words quickly alleviated her worries. "Max...pardon my French, but you've done a goddamn beautiful job. Really, you have." he spoke, and for a second, Max thought she could just barely spot a smile in the corner of his mouth. "The way you've captured her facial features, her eyes especially...you've really made them look like the windows to the soul. It's...enrapturing." he marveled, opening a drawer in his desk and removing a manila folder labeled 'Student Photo Contest Submissions'. He slud Max's photo into the folder, put the folder back into the drawer, and closed it. "Good work, Max. And don't tell anybody I said this, but, ah…" he glanced around and lowered his voice to a murmur. "...Your photo is better than Nathan and Victoria's combined."

That last comment made Max blush. She never did take praise very well, but Mr. Jefferson, one of the most prestigious photographers in the country, was speaking highly of her work. She couldn't help but feel a pang of rejuvenating pride. "Thanks, Mr. Jefferson…" she smiled.

"No need to thank me, I simply speak the truth.~" this time, he really did smile. It was faint, but it was a smile. "Now, if you won't mind, I have to get back to the humdrum tedium of classroom paperwork." he chuckled, looking back down to his papers. "You can see yourself out. And...good work." he added with finality, his pen beginning to move once more.

"Of course. Thank you. See you Monday." Max said. She took her steps backwards and turned around to open the door. She closed it behind her and a smile broke out on her face.

 _Take that, Nathan and Victoria!_ she thought. _Wait until Chloe hears about this!_

Warren was coming out of the science lab a second later, immediately smiling when he saw Max. "Maxwell Silver Hammer! I've been looking for you!"

"Graham Cracker, what's up?" Max laughed. She realized that she only had one nickname for Warren, too. She'd have to work on her creativity skills with names.

"I wanted to ask you if you were free tonight." Warren shyly scratched his head. "That drive in theater is having a Planet of the Apes marathon. We should totally go ape!"

Max felt her heart sink. "I would, really. But… I already have plans." She was tempted to tell him about Chloe and that they were… involved(?) now, but kept that to herself. She didn't want anyone else to know aside from Kate and Rachel. Not yet, at least.

Warren nodded. Max could see he was trying not to look too sad. "That's fine. I was just wondering. If you change your mind, you know where to find me."

"You know you could try asking someone else." Max suggested. "Brooke, perhaps?"

Warren pondered that for a second. "Yeah, I guess I could. Still, text me if you decide on coming."

"Will do." Max turned towards the hallway, giving Warren a small wave. "See you later."

"Definitely." Warren flashed her a smile.

Max continued out the building, pulling out her phone in the process. She pulled up her conversation with Rachel. _Better late than never._

 **Max: Are you in your room?**

It didn't take very long for her to get an answer. Her phone chimed a minute later.

 **Rachel: Yeah, wassup?**

Max bit her lip nervously. The butterflies were coming back.

 **Max: Just need to talk to you about something. Good news =^.^=**

 **Rachel: I would hope so lol I'll leave the door unlocked. Just walk in.**

 **Max: Ok**

Max tucked her phone away and picked up the pace to the dorms. She reached them in a matter of minutes, going straight for Rachel's room. It was unlocked like she said it would be. Max walked in to find Rachel sitting at her computer desk. She turned around upon hearing her door open and smiled at Max.

"There you are." she said.

"Hey," Max said, returning the smile. She took off her bag and set it by the door. She then approached Rachel and leaned on the chair she was sitting in, looking at the computer screen. "Whatcha doin'?"

"Working on my Calculus homework." Rachel answered. She turned and shrunk the page. "Which is irrelevant right now because you said you had something to tell me."

Max felt a blush rise in her cheeks. "Yeah, uhm…" She bit her lip. "It's about Chloe."

Rachel nodded. "What about her?"

"Well, we went to junkyard to hang out for a bit. I took a picture of her to enter in the Everyday Heroes contest." Max decided to build up to it. She knew that Rachel was going to ask how they happened if she came right out and said it.

"That's great!" Rachel grinned. "Can I see it?"

"I just came back from turning it in to Jefferson. But, that's not all… While we were there, David showed up." Max's gaze fell to the floor.

Rachel's grin faded. "Is Chloe okay? Did he do anything?"

"She's fine now. He found us on the boat and started picking on me, pretty much. Chloe got upset and stood up to him. He said… something else…" Max didn't feel like it was right to tell Rachel was David had called her. There was a knot in her stomach telling her 'no'. "That's drove Chloe over the edge and she shoved him. He, um…"

"Did he hit her?" Rachel's voice was just above a whisper.

Max nodded, feeling the first hint of tears running down her cheek. When did she start crying? She quickly ran her sleeve across her face and sniffed. "I ran down and got Chloe away from him. We went back to the truck and we left. Chloe was driving angry and I told her to pull over. We talked about how she should tell Joyce because she deserves to know. I told her that she deserves to happy…and…"

"And what?"

Max picked her gaze up from a patch on the carpet and looked at Rachel. "We kissed."

Rachel's features shifted to one of excitement and she took Max's hands in hers. She was all but jumping around the room. "Max, that's amazing! Admittedly not the ideal circumstances, but I'm so happy for you guys!"

Max smiled broadly, relief filling her chest. "Thank you, Rach. Only you and Kate know. We haven't told anyone else. We don't even know what we should call us."

"What do you mean?" Rachel asked.

"Everything is so confusing at the moment. Chloe said we didn't have to call it anything." Max latched her hand onto her elbow. "Which I'm fine with. But it's weird not knowing what to make of your own...relationship?" She shook her head. "I'm sorry if I'm confusing you-"

"No, you're not. I totally get it. Take things at your own pace. Do what is best for you and Chloe." Rachel gave Max a reassuring smile. "I'm really happy for you two."

"Thank you." Max said. Rachel reached out for her and Max welcomed the much appreciated gesture. They hugged tightly, Rachel patting Max's shoulder.

"I bet Chloe already told you I'm gonna send her like a hundred messages congratulating her, right?" she said.

Max laughed and nodded. "Yeah, she did. I'll let you get to that, I gotta go find something to occupy myself for the next couple hours. Maybe work on my homework or something."

"Have fun!" Rachel said, already pulling out her phone to text Chloe.

Max left Rachel's room and headed up the hallway to her own. She opened up her door and, after shutting it, immediately collapsed onto her bed and sighed heavily. She was mentally, physically, and spiritually exhausted after everything that today had presented her with. She turned her head to the side and reached out for her teddy bear, pulling him towards her. She brushed her hand over his fur and smiled contentedly.

"Hey, Captain." she said. "Do you wanna work on my homework with me?" She's met with silence, of course, and she sat up, setting him beside her as she opened up her bag and started pulling out her work. "That's the spirit."

 **...**

 **Okay, guys! We're splitting this chapter in half due to the fact that we still don't know what's going to happen to the rating. We're still in the safe zone at this moment. I also have plans for some drama to arise (which, of course, will affect the chapter count) but that is undetermined. On that note, I hope you enjoyed and come back for the next chapter!**

 **AND THANK YOU GUYS SO MUCH FOR OVER 9,000 READS (insert Vegeta meme here)! YOU ARE ALL THE BEST!**

 **CaptainVampireQueen awaaay!**


	12. Chapter 10 (Part 2)

**Howdy there! It's been so long. School is insane, and I began working on the show I'm in with my theater class in January so my time has been cut short. Not to mention I have serious homework and I'm just dealing with life in general. Anyway, enough complaining. You didn't come back for that. You came for the chapter!**

 **Enjoy the miraculous return!**

 **Also, big thanks to my friend from AO3, Moonmist_Fire (who also assisted me in writing _The Price_ ) , for helping me!**

 **...**

 _ **~I don't wanna be anywhere else**_

 _ **than anywhere else but here... (x2)~**_

 _Bzzt! Bzzt!_

"Aahh!"

Max jerked awake at her desk, her heart pounding rapidly in her ears. It took a second for her eyes to focus, the bleariness giving way to the sight of her laptop, desk, and wall. _Holy shit._ she thought. She put a hand to her chest and took a deep breath. Looking back down at her desk, her phone vibrated again and she caught sight of it lighting up with Chloe's face glowing on the screen. Raising an eyebrow and ignoring the uproar of butterflies and excitement in her stomach, she leaned forward and unlocked her phone.

 **Chloe: Meet me in front of campus**

Max felt the butterflies increase. Chloe was ready for her. She picked her head up and looked out the window, seeing that night had fallen in the time she'd been asleep. She wondered why it had taken her so long to message her, and why she still wanted to meet so late. She was also worried about her curfew. What if someone caught her on her way to meet Chloe?

 _It's okay, I'll make it. So I better get moving._

She stands up from her desk, stretching out her tired limbs and yawning. She grabbed her phone and her keys, sending a quick 'okay' to Chloe, and picking up her messenger bag. Checking to make sure she had everything, Max left her room and shut the door quietly. She was enveloped in darkness. With a sigh she pulled out her phone.

 _Okay, this is scary dark. Let there be-_

The flashlight on her phone clicked on, chasing away the shadows of the hall and putting Max's anxious heart at ease. Near the end of the hall she could see that Dana's door was open and light was casting out. Max bit her lip. Maybe if she was quiet enough, she would make it by without drawing attention to herself. She took a breath and moved as quickly but silently as possible. On her left, she could see a light emanating from the shower room implying that someone else was awake. Max's heart sped up and she kept moving. She stopped at the edge of Dana's room and leaned over to look in. Dana had her back to her door and a laptop settled in front of her.

 _She's distracted. Good._

Max tiptoed by her door and moved a little faster toward the front. She slipped out effortlessly, the door falling shut behind her. She waited another second before continuing on to the door leading outside. She opened it a crack and the chill of the Autumn air swirled in, ruffling her clothes and causing goosebumps to rise on her skin beneath them. She set her jaw to keep her teeth from chattering. She stepped outside and released a breath she didn't know she was holding. The silence of the outside was only broken by the quiet songs of crickets and the soft chattering of squirrels.

 _So Chloe is waiting for me in front of the main hall._ she reminded herself.

She looked around to make sure she was the only one in the general vicinity. The last thing she needed was someone to catch her out here after hours and report her to Principal Wells. Especially Victoria. Max shuddered at the thought as she descended the stairs. Hugging herself tightly from the cold, she started making her way to the front of campus, passing the bronze statue and fountain. Its shadow loomed up ahead, slightly ominous as it reared up in front of her when she neared it, and she shuddered a little - not entirely from the cold. She lengthened her stride and shuffled past it, moving to the front to find Chloe. Her head swiveled back and forth and her ears strained to pick up the slightest noise, ready to dash off into the greenery at any moment.

Chloe, having circled the statue just out of Max's sight with a mischievous grin on her face, tiptoed up behind her and poised her hands to strike. "Booyah!" she called, jumping forwards and landing on Max's shoulders. She bounced over to the side laughing and gave Max a stupid grin when she stopped moving. "Get it? _BOO_ -yah? Like I'm a scary punk ghost?"

Max shivered a little, mostly from Chloe's sudden touch rather than the shock. She turned to her, ignoring the shivers and the subtle heat on her shoulders left by Chloe's hands, and gave her a mockingly chastising look. "More like a scary punk asshole." She scoffed with a roll of her eyes but her tone is light and joking. "Anyway, you'd better have a good excuse for waking me up? I was sleeping ever so peacefully on top of all my textbooks.

Chloe put a hand to her chest, feigning hurt at the insult. "Max, I am wounded. I would at least think you'd go for 'scary punk girlfriend.'" She dropped her hand and laughed, walking back up to Max and wrapping her arm around her waist. "Surely you didn't forget about my promise to to take you out tonight, right? Or were you dreaming so deeply about me that it slipped your mind?" She waggled her eyebrows and smirked.

A striking crimson seared through Max's cheeks. She mumbled something that sounded like 'You wish!' under her breath, but she still settled comfortably into Chloe's side. She leaned her head against her as if it was the most natural thing in the whole world. And it is; it seemed very well like it.

Chloe laughed and hugged her tighter. "So, Maxipad, do you want to know what I have planned?" She leaned back to look at Max. "And I swear on my life it isn't a strip club. We'll save that for a trip to Portland."

Max's blush deepened and she tried to ignore it. She waveringly met Chloe's gaze with a shy smile. "Just tell me. What's your secret?"

Chloe took an arm from around Max and reached into her back pocket. "Drum roll, please." She pulled out a set of keys, jingling them with a very triumphant grin. "I present to you the keys to Blackwell. Thank you, step prick."

Max laughed softly, but a little anxiety lurks beneath the sound. "You are such a boss, Chloe." She looked at her seriously, though. "I don't want you to get in anymore trouble, though…"

"Oh, please. I won't and you won't. Now," Chloe gave her an impish look. "How about a little splish splash in the Blackwell pool, huh?"

Max's eyes widen. "The pool? Isn't that…" Thoughts whirled through Max's mind, some bubbly with the excitement of danger, other admittedly presumptuous. And though she wanted to, badly, in fact, it was impossible to ignore the tugging nervousness at the notion being caught by David - the head security, _and_ Chloe's stepdad! - at such a late hour, when she wasn't even supposed to be outside the dorms. Let alone in the pool. "Swimming? You want to take that risk now?"

"Hella yes! It's been a cray day. We deserve a little mindless fun." Chloe jingled the keys again. "So… splish splash?"

Max hesitated for a moment before shaking her head a little, laughing again. How did she do that? Change her mind so quickly? "You're right. We hella deserve it. Splish splash!" She grinned broadly, took Chloe's hand and leaned against her shoulder again, already starting them off in the direction of the pool.

"Did you just say hella?" Chloe grinned smugly, allowing Max to lead her along for a bit before stepping in front of her. "I think I'm becoming a bad influence on you." She kept walking towards the pool building, letting go of Max's hand in order to unlock the door and open it. It creaked a bit and the now excited, childish grin plastered on Chloe's face widened. She took Max's hand against and led her to the locker rooms.

When they stepped inside, Max looked around. She hadn't been in there often, just once or twice, and it gave off a whole other atmosphere of mystery when she looked at it at night. With the only light coming off the vending machines and not much else. "We're in the Otters' lair!"

"Big fucking deal! I want that heated water! "Chloe walked to the center of the room and turned to face Max. "Stupid question, but… Boys or girls?" She smiled teasingly and gestured to the opposing locker rooms.

"Girls, of course!" Max answered immediately, but suddenly realized something. _Was there a double meaning to that… or am I just overthinking things?_ She shook her head a little to clear her thoughts. _Whatever. She knows I love her._

"Girls, o la la." Chloe winked at her knowingly and turned toward the girl's locker room with a small swagger in her hips. "Let me see if the pool's heated." She disappeared behind the locker room door.

Max didn't dawdle in the locker room, instead heading straight out through the other side to see Chloe sitting at the pool's edge - and, barely noticeable in the gentle glow cast by the light of her phone, a small picnic spread off to one side. She couldn't help but laugh at the sight, coming over to kneel down a little next to Chloe. "I didn't know you were such a romantic, Che." She teased gently, gesturing to the humble spread.

Chloe gave her a sideways grin and swirled the water around, pulling her hand out and shaking the water off. "There's a lot of things you don't know about me, Caulfield." She looked at her now with a wide, excited grin. "Turn the lights on, I wanna see the sharks!"

Max rolled her eyes but got up to her feet again, however keeping her place next to Chloe to give her a knowing look. "Otter don't like sharks, they bite."

"So do I." Chloe said with a very overly flirty wink. "Now hit that light!"

Max turned before Chloe could notice her blush, moving toward the control room where she found the control panel and flipped the switch. She smiled as somewhere off to her left the lights start to life.

Chloe grinned when the pool lights started to come on one by one, the lights illuminating the space. She got up and turned around to call to Max, "Do you want to swim or eat first?"

Max stepped onto the pool deck, the grin never leaving her. "I don't think you're supposed to eat before swimming, Chloe." She laughed.

"I don't think so, either. Good thing I didn't bring any perishables." Chloe nodded her head at the water. "Guess we're getting in with the sharks, then." Her hands went for her shirt and she started to lift it when when she paused and grinned. The grin was clearly joking. "Skinny dip?"

Max blushed brightly, the color now clearly visible in the bright blue glow of the water. She smiled a little nervously back at Chloe, relief flooding into her when she saw the joking sparkle in her eyes. Chloe's grin widened as she rid herself of the shirt and tossed it aside. She did the same thing with her jeans and stood at the edge of the pool. She counted to three in her head and dived in, letting the warmth of the water envelope her. When she came back up she shook her head a bit, sending water droplets spraying from her hair.

"Oh, yeah, baby, feels like a hot tub!" she declared.

Max barely heard the words Chloe was saying. Her gaze was trained entirely on her, and she was utterly stupefied as to how the glittering water accentuated the staggering beauty of just Chloe in general, feeling the butterflies stirring in her stomach. She gulped inconspicuously as her heartbeat quickened.

Chloe caught her looking and smirked, making her way closer to the edge. "Don't tell me you're gonna stand there watching me like a zombie." And with a small laugh, she sent a rush of water towards Max.

Max jerked out of her moonstruck haze when a few shimmery droplets strike her arm. Stepping back a little from the pool's edge, she laughed. "Don't you dare!"

"Come stop me, hippie!" Chloe challenged. She could almost swear the stupid grin slapped across her face would split in half if it grew any bigger. She sent another, much smaller, splash of water at Max.

"Okay, you asked for it!" Max chuckled. She pulled her shirt over her head and rid herself of her jeans, still blushing as little - wondering if Chloe was watching her. And if she would want her to watch her? Her cheeks burned brighter, and she shoved down her qualms, stepping back a little to be able to perform a running jump.

Chloe laughed upon watching Max start to undress and looked away for a moment, wondering if she should really be watching. _I mean, she is my girlfriend now… Would it be wrong to..?_ She shook her head to clear the confusing thoughts and looked back to see if Max was done. She tried not to trail her gaze up her body as she smiled and called, "I'm waiting!"

Laughing, Max ran to the edge of the pool and with a "Cowabunga!" she cannonballed directly next to Chloe with a great splash. It sent sparkling droplets of water everywhere, disturbing the initially calm surface of the pool and making Chloe raise her arms to shield herself from the blow. She pushed herself back and still ended up being splashed. Max surfaced, taking a deep breath, and grinned at her.

Chloe lowered her arms and looked back at Max with the same grin. She waggled her eyebrows. "Why, look, and otter in my water." She swam toward her jokingly menacingly, humming the Jaws theme.

"You're so obvious." Max laughed. "And I get freaked out by that movie, so stop." Lifting her hand a little, she sent a surge of water at Chloe. "I can't even watch any of those shark shows."

Chloe just barely dodged the water with a laugh but continues her advance, returning the attack with one hand. Just as she got within reach she dived under water and grabbed Max by her ankle, pulling her down with her. Max squeaked in surprise when Chloe's hand clamped around her ankle and just barely closed her eyes in time just as her head goes underwater. Chloe held her under for a few seconds before pulling her back up and laughing, her eyes closed from the water running down.

When she finally surfaced after what seemed like years, Max sputtered but laughed as well. "Chloe!" She chided jokingly.

Chloe waited until the water lightened up to open her eyes. She couldn't explain the fluttering sensation rising in her chest when she saw Max before her, grinning and soaked with pool water. Her eyes followed a the single drops that trail across her freckles down to her chin and releasing back into the water. She looked back up at her eyes again with a more than happy smile.

"What was that for?" Max asked with another chuckle. She caught how Chloe was looking at her, smiling softly. She moved a bit closer to her against her will, as if her body was saying 'this is destiny' but her mind was screaming 'this is wrong'. But she forced that part of her into silence, instead moving closer into Chloe until before she knew it she was nestled up in her arms.

"For fun." Chloe wrapped her arm around Max and rested her cheek against her head despite the water. She chuckled and added, "Or maybe I just thought you weren't wet enough." Her heart was starting to pound in her chest as Max's warmth seeped into her and chased away the cold from the half of her out of the water.

Astoundingly, Max felt Chloe's heartbeat pressing against her - and one might even say hers started to sync with it. A glistening cloak of silence started to settled upon them, leaving the only sounds the rustling of the water and their breaths and heartbeats. She rested her head against Chloe and sighed softly. No doubt, the butterflies were exploding in her chest and stomach at the close proximity, but she did her best to ignore them and close her eyes in order to use all her other senses to memorize Chloe.

Chloe swallowed thickly. Her hand rose to Max's cheeks and lifted her head just a bit so she could look at her again. She took in the most defining features of her face, her other hand coming up so she could brush both her thumbs over her cheeks. After another moment, she decided that those were her favorite things about her. They added to her charm. She followed their spattering patterns down her neck and shoulders, only to find herself wishing that she could see if they went down her back. She bit her lip and looked back at Max. "I love your freckles, Max…" She admitted quietly. The words slipped before she could catch them and she blushed a little.

At those words, Max's head reeled and butterflies seemed to erupt from every single drop of blood she has in her. She forced herself to stay still and smiled shakily back at her, blushing even brighter than before. "Y-you do?" She'd be lying if she said she hadn't hated her freckles ever since the first time she looked in a mirror. But knowing Chloe loved them made her heart throb painfully, eager to find out how to love them too just for her.

Chloe gave the same smile back, followed by an awkward laugh. She let a finger trace the freckles from the bridge of her nose across her cheeks, down the vein of her neck, and across her shoulder until she lost sight of them thanks to the water. "I wish I could kiss every single one of them…" She didn't realize they had been drifting to the wall of the pool until they came to a sudden halt. She stared down at Max with slightly parted lips and eyes that searched hers.

Each syllable slipping through Chloe's mouth sent Max's heart racing faster and faster until it seemed she was about to burst. Chloe's finger left her shivering inconspicuously, and when they finally hit the wall she gasped quietly as the sudden impact jolted her from Chloe's clear, oceanic eyes. She quickly looked up at her again, biting her lip tenderly when the image that met her sent such a powerful surge of awe that she thought she just might faint.

How did someone get that beautiful? That perfect, this other-worldly person who was too beautiful even be called human? Her shining cerulean eyes somehow turned bluer by the water not too far below, her perfectly curved cheekbones and jawline and nose seeming to have been carved by a century-old carpenter who knew exactly what he was doing when he created that ethereal indescribable beauty, her face being dashed across by the plays of light dancing gaily across her perfect cheeks and face. Max's breath was completely blown from her. And without knowing it, her body leaned closer to Chloe's, and their faces were so close together that it's just a sheet of almost nonexistent air that separated them.

Chloe registered their distance and immediately closed it, capturing Max's lips in a heated kiss. She dismissed the fact that her lips tasted a bit like chlorine and pressed her into the wall, her hands placed on either side of her just above her shoulders now, but one drops to wrap around her. After a minute she rested her forehead against hers short of breath and a small smile on her face.

As soon as their lips made contact, the butterflies within Max seemed to all collect together and float away all at once, leaving time standing at a complete stop for a few moments. Her heart was no longer beating. She was no longer breathing. Those she tried to return the kiss, her lips moved clumsily in her state of mental standstill, and she was left breathless when Chloe finally moved away from her. Looking at her through lazy-lidded eyes, she exhaled softly. "Che…"

Chloe's breathing patterns were also unkempt, and her grin only widened when Max said her nickname softly. She kissed her again with much more power behind it. Her arm tightened around her. She bit at her lower lip, exhaling softly with a gentle tug eager to move the kiss along. She lazily dragged her tongue over the bite afterwards to ease any pain that came with it. Max gasped again at the bite, even moaning gently when Chloe's tongue moved along the length of her lip to soothe it. But she understood the gentle nudges that those actions were giving. She leaned further into her, moving her arms around Chloe's neck as she exhaled a little through her nose.

Chloe shivered at Max's quiet moan despite the heat she was surrounded with. She tried to catch her footing and reached down to hook her hands under Max's knees. She wrapped her legs around her and move her into the wall same as before. The force of the roll of her hips was stunted as bit by the density of the water and she tried not to let her frustration show. She ducked her head to start kissing down Max's neck and to her shoulder, leaving another bite.

Though the intensity of Chloe's hips was slightly muffled, the ministration still manages to evoke another moan from Max. "Chloe, what're you -" Her words were cut off by a gasp when Chloe's teeth met her skin. She pressed tighter into her, her breaths already becoming labored.

Chloe winced with the realization of what she was doing. Max's moan ripped through her and it took a lot not to bite her again as she picked her head up to meet her gaze. She could piece together the rest of what Max was going to ask, and looked a bit ashamed and flustered. "Fuck, sorry, Max. I was getting ahead of myself there…" She gave her an apologetic smile and loosened her grip. "I'll, um, let you go if you want."

"N-No, don't…" Max found herself burning bright red, unable to tell Chloe that she liked it. Too shy or too scared? Maybe both. Those feelings were new to her, and it was hard for her to describe how she felt. So she tightened her grip on Chloe again, leaning in to whisper in her ear nervously, "Can...can you do it again?"

Chloe looked at her from the corner of her eye with an intrigued expression. She answered Max's request by returning to her forceful, protective grip and rolled her hips again harder. She let out a moan of her own then when something hot and knotted struck her in her gut. She left various kisses across her neck and shoulders, happening to come across one of Max's erogenous zones in the process. Tiny moans were escaping Max through the small administrations, but when her mouth came to the sensitive spot right where her neck ended and her shoulder began, she cried out as soft as she could. Her hands tense around her and she reached up to push her head harder into that space, panting.

Chloe pulled away at a millimeter's distance, her eyes slightly wide in surprise. _Shit, did I just find one of her sensitive zone things?_ She barely got the chance to answer her own question when Max forced her back to it. Chloe kissed the area again and decided to get experimental with a soft bite and a tender lap of her tongue. She moved her hips again and she could hear Max's back thud quietly when it made contact with the wall again.

With Chloe's teeth and tongue once again teasing the spot, Max tilted her head back until it hit the wall and moaned loudly, not caring about the fact that it echoed through the whole pool area. "Chloee…"

 _Fuck, the way she moans…_ Chloe thought. Her heart skipped relentlessly in her chest and she tried her hardest not to melt. She took note of that special area, but not before she again bit and lapped her tongue at it. Her hand skimmed her waist and moved up to her chest, where it glided over the material of Max's bra and gave her a tender squeeze.

Through the pounding of her heart, the rushing of her blood, and the sounds of Max's moans bouncing off the walls in her ears, Chloe couldn't hear the telltale signs of shoes clicking against the linoleum floor of the pool room. It wasn't until she was bathed in a bright light that she looked up to squint against it. When she saw who was behind it, her expression fell. "Oh, fuck."

"Busted." David said.

 **...**

 **Jeez, will Max and Chloe _ever_ get a break?! Who knows! I so hope you all enjoyed the much awaited chapter of _This Side of Paradise._ And I can't apologize enough for how long it took to come out. Forgive! And do come back for chapter 11!**

 **CaptainVampireQueen awaaay!**


	13. Chapter 11

**Author's Note: Welcome, all, to another chapter! I regret to inform you that this story is coming to a close and will only have, at most, two chapters left after this one. I am still planning a sequel, as well as a sneak peek to a new fanfiction I plan on releasing soon at the very end. So let us enjoy what we have left of this story and I hope to see you on another adventure!**

 **…**

 **~'Cause I got better luck in my head**

 **We're just ghosts inside my bed**

 **I got better luck in my head**

 **Playing poker with the dead…~**

 _"Maxine Caulfield, I have never been more ashamed in my life!"_

Max winced at the sharp tone in her mother's voice as she told her off over and over again through the receiver of the phone at Chloe's house, only half-listening to the repeated scoldings. She cast Chloe a forlorn look. "Mom, I-" She was cut off again, her mother going off on some irrelevant tangent. Max groaned inwardly.

Chloe returned the look just barely, getting her own ass handed to her by Joyce. David stood almost triumphantly beside her with his arms crossed over his chest and a stupid smirk hidden under his mustache. Chloe listened to her go on about how that was the behavior that got her kicked out of Blackwell, et cetera. Chloe rolled her eyes and started to argue back. "Mom, we were just having a bit of fun, it's not that-"

"Don't you dare tell me it's not that big a deal!" Joyce interrupted, making Chloe sulk. The bluenette ended up looking down and tugging at a stray strand of fabric on her shirt.

Max's attention snapped back to her mother was saying when she said something along the lines of, "What were you and that girl _doing?_ ", to which she hastily replied, "Nothing!" a little too loudly that resulted in a dusty blush as she lowered her voice and repeated the word.

"Look, Mom, it's okay. I'm not getting kicked out of Blackwell or anything, it-" Once again, her mother didn't let her finish and rambled on and on about reputation.

By the time Chloe's scolding was almost over, her hands were clenched in fists and her eyes were starting to brim over with hot tears. She stomped off away from Joyce when she started to bring up how she used to be when she was younger. Chloe came to a stop at the front door and turned around only to yell, "When I was younger, I had a real fucking dad! Not some step prick who steps all over people for the fuck of it!" And she exited the house, slamming the door behind her. She went for her truck and pulled out her pack of cigarettes and a lighter from her pocket. She counted her cigarettes - _Seven left, I need to get more…_ \- and took one out to light it.

Max flinched at the tone of Chloe's voice. Even though it wasn't directed at her, it still intimidated her slightly. She was still thinking about that, in fact, so she barely noticed when her mom bid her a stiff farewell and hung up the phone. She placed the telephone back it its rightful place, thanked Joyce - but not David, completely evading his eye - for letting her use it, and hurried outside to where she'd seen Chloe disappear to. She stepped out into the cool and sweet smelling air and quickly caught sight of the punk, making her way to her.

"Hey…" She greeted quietly and cautiously when she was near enough. She wasn't sure if Chloe was going to want to even look at her after what happened.

Chloe turned to her and the malice in her eyes and face instantly drained, being replaced with a look of apology. "Sorry." was the first thing she said, and she hoped it was clear she was apologizing for everything. She brought the cigarette to her lips and took a slow drag. She huffed it out anxiously through her nose and her foot taps against the asphalt of the driveway.

"Don't be, it's okay." Max was about to step closer to give her a hug, to feel her warmth to comfort her once again, but decided against it and leaned on the truck with her.

Chloe got halfway through her cigarette before tossing it on the ground and stomping it out. She shoved her hands in her pocket awkwardly and looked at Max. "Do you… want me to take you back to Blackwell?" It was obvious that the suggestion hurt her a bit, but, seeing as she didn't want to leave her, she was low on options. "I mean, you can stay here tonight if you want. Joyce and David can complain all they want but I won't let them kick you out."

Max was about to take Chloe up on her offer when she noticed the hurt lurking in her face, immediately changing her mind. _I have to be here with her._ She smiled thankfully. "Can I? I don't want to leave you here alone."

Chloe brightened up, nodding. "Ah, thanks. Yeah. David will be leaving soon to go back to the school and I'm not sure about my mom, but… one less adult to get around." She stood up straight and took her hand from her pocket to grab Max's. She stroked the back of it with the pad of her thumb. "Until then, wanna chill out here?"

Max smiled at her, ignoring the untimely butterflies for what seemed like the millionth time, and squeezed her hand gently. Nothing less than undeniable love blooming and flaring behind her gaze. "Yeah. Definitely."

"Awesome. We can do some stargazing." Chloe tugged lightly on Max's hand and led her around to the back of her truck. She opened up the door to the flatbed and clambered onto it, helping Max up with her. With her free hand she patted the space beside her for Max to lay down in.

Max smiled and did as Chloe directed her, lowering herself down onto the cool surface of the truck. Instinctively, she held onto her, savoring the warmth and pushing away the anxiety that immediately began to rustle nervously in her stomach. Chloe wrapped her arms around her shoulders and nodded up to the sky. She pointed at a star and tried to trace the outline.

"I think that's Orion, right? The one with the belt?" she asked.

Relaxing into her arm, Max followed where Chloe's finger was pointing and study the constellation quietly for a few seconds. "I'm no astronomer, but I think that's Pegasus. The stars aren't even close enough to be Orion's belt." She chuckled, and suddenly, her butterflies were gone as she pointed out another constellation. "Hey, look! It's Pisces, your sign." Another one caught her eye. "And Andromeda!" She grinned. "Wow, it's so beautiful."

Chloe laughed and shook her head. "You sure you're not an astronomer? You're knocking these out one by one." She looked back to the sky and narrowed her gaze, sitting up a bit. Her eyes flitted across the sky for a moment. "Hey, I made a butterfly. Look," She took Max's hand by her wrist and raised it up to trace the outline. She turned to her with a smile on her face. "See it?"

Max's grin broadened and her heart just about exploded. "Yeah… yeah, I see it." She met Chloe's gaze, the smile only growing wider and more love-inspired. "That one can be ours. Our constellation." Resting her head against Chloe's shoulder, she said softly, almost tentatively, "Let's name it."

"Good idea! Okay, how about…" Chloe bit her lip for a second and laughed softly. "Shit, I'm not great with names. Um… Aren't the names, like, Greek or something?"

"Yeah, they are." Max laughed quietly again. "Wait a second, I know a little Greek. Just a little bit." She racked her brain quickly, moving her lips ever so slightly to sound out the words in her head. _Peta… Petalouda mas._ She said it quietly. She smiled, looked at Chloe, and said it again. " _Petalouda mas_. Our butterfly."

Chloe's heart skipped. She chuckled and leaned into Max. "You're such a dork." She said, but it came out nothing short of affectionate. She rested her forehead against hers, her other arm going around her to bring her a bit closer. "But you're _my_ dork. And I love it." She kissed her lovingly smiling like an idiot against her lips.

Her heart racing in her chest, Max returned the kiss with just as much affection. Her arms went around Chloe's neck to pull her even closer, and when she finally broke the kiss to breathe, she pressed her forehead against her and gazed directly into her eyes. "I love you, you know that?"

"I love you, too." Chloe brought her a hand up to tuck Max's hair behind her ear. The words rolled off her tongue so easily, she wanted to say them again. "I love you." Her idiot grin widened. She playfully shoved Max. "Man, look what you've done, Caulfield. You turned me into a sap. Hope you're proud of yourself."

Max giggled. "Hey, if you can't beat 'em, join 'em." She laid another short kiss to her lips, yet it seems to be filled with as much love as before. "And you definitely can't beat the saps." She grinned as well, and she was unable to tear her gaze from Chloe, not even to look at the stars again to search for _Petalouda mas_ in the vast carpet of constellations.

"Oh, that's where you're wrong. I have my ways of dealing with saps." Chloe was grinning teasingly by that point. Her hand left her hair and started trailing down her side to her waist. Her voice became jokingly threatening. "And none of them are good."

Max's breath caught in her throat and the butterflies returned immediately. She could feel the heat rising in her face. But she gulped and tried to get her voice to stay steady, though visibly failing. "Y-you have my interest piqued."

"I do?" Chloe dug her nails in just a bit and brought Max close again until they were barely a breath away from each other. "You're taking a bold risk here. Are you sure you wish to proceed?"

Max squeaked softly at the way Chloe's nailed buried into her. Swallowing again, her throat suddenly going dry, she bit her lip. But she nodded. "Uh huh."

Chloe searched her eyes and grinned, slipped her arm out from under her and flipping them over so she was on top of her. She stuck her hand under her shirt just enough to brush her finger along the edge of her pants before placing it flat against her. She leaned in to kiss her deeply, breathing out through her nose with a gentle sigh. Max's breath quickened considerably. Her blush brightening, she returned her kiss tentatively, her arms moving around her warmly to pull her closer. She broke the kiss for a moment to look at Chloe clearly, bright eyes, and felt her heart skip a beat.

Chloe allowed Max to bring her closer, purposely pressing her lower half into her with a small smirk. She occasionally, gingerly, scraped her nails along her stomach, even sometimes teasing her by letting a nail draw a line from her navel to the top of her pants. She, too, gazed into Max's eyes for a moment before going in to kiss her once more. She started off with a few light ones before progressively getting longer and more passionate with each kiss she left. She gyrated her hips slowly and applied more pressure when she knew she had made contact with her center. She groaned into her mouth, parting her lips to gasp.

Max had to break the kiss again the tilt her head back and moan, moving her hips up to meet hers in an uncoordinated fashion. Her nails dug into the back of Chloe's neck, and she sighed her name, full of need.

It's then that Chloe heard the front door open and her mother's voice, bidding David a goodbye. She lifted her head in time to watch him come down the sidewalk. He turned to look at them once he reached his car, his eyes narrowing when he noticed the position they were in. Chloe got a little bold and flipped him off with a grimace. David shook his head disapprovingly and got in the car, starting it and disappearing down the street.

Max had completely froze when the door opened, shutting her eyes and her mouth tightly while David had come down the sidewalk. She stayed that way through the whole wordless exchange, holding her breath and waiting for some kind of punishment as her arms tightened around Chloe in fear. Chloe looked back down at Max with a small smile at what she saw. She poked her cheek and laugh.

"Moment's ruined again, I guess." She said.

"Yeah…" Max breathed a sigh of relief when she realized David was gone. But she couldn't help but feel a little disappointed. Both times had been a chance to make their relationship something more, and both times had come to a crashing halt thanks to him. Max's stomach churned in resentment.

Chloe gave her another quick kiss and leaned off to the side with a sympathetic smile. "Well, maybe isn't a good idea for it to occur outside anyway." Despite her words she gave another lazy scratch down Max's stomach before pulling her hand from under her shirt, drawing out a shuddering gasp and a whine of frustration from the shorter girl. "I think my mom is heading to her room right about now. If you wanna go inside."

Max nodded, having to admit that it was starting to get really cold outside. She sat up a little and shivered. She could feel the sudden rush of blood to her head. Chloe laughed quietly and climbed out of the truck, tugging lightly on Max's ankle to tell her to do the same. Once she got down, she shut the door to the flatbed and took her hand. "Are you hungry at all? I can get the stuff I had for the indoor picnic, bring it upstairs."

Max nodded a little, and her stomach growls along as if on cue. "Sure, I'll help you bring everything inside." She smiled bashfully.

Chloe shook her head, unable to wipe the grin off her face. She opened up the driver door to the truck and gathered everything up, handing off a few items to Max. She kicked the door closed and went to the front door. She shifted the stuff in her arms so she could open it and held it open with her foot for Max to head upstairs.

"Thanks." Max said. She stepped inside, thankful to be free from the chill, and went up to take the items in her arms to Chloe's room. She set them down and waited for Chloe to come up. She stuck her head out of her doorway to laugh." Hurry up, slowpoke!"

"I'm coming!" Chloe called. She stepped inside closed the door. She then headed upstairs, giving Max a small grin as she passed her, and went into her room. She set the stuff down and sighed. "Wanna set it up like an actual picnic? Pillow fort? Movie on the laptop?"

Max beamed. "Ooh, cute. Definitely." Starting to help Chloe set it up, she grabbed some pillows and blankets and began laying them out.

"Well, gotta make up date night somehow." Chloe helped created the fort by grabbing a few more pillows and blankets from the closet in the hallway. She returned with them piled up in her arms and tossed them on her bed to grab as they needed them.

Building the fort wasn't too bad.. Chloe simultaneously set up the picnic to make sure they built around it and still make enough space for themselves. By the time they were done, Max's stomach had growled at least a half dozen times in total, her erupting into a fit of giggles each time it happened. But they managed to finish the fort in record time, anyway. "It looks neat!" She admired, stepping back to take it in.

Chloe laughed along whenever Max's stomach growled and it nearly made her mess up the fort. But once it's finished, she nodded in agreement with her - and dived in while shutting the "door" carefully. "Now what's the password?!" She said, grinning smugly.

Max put her hands on her hips and sighed exasperatedly, shaking her head and laughing. "What are we, twelve?" She teased lovingly. "I dunno, um…" She thought for a bit. "Sparklehorse!"

"Hella yes, we're twelve! Twelve at heart!" Chloe laughed and shook her head. "The answer is no, by the way. But I do love Sparklehorse."

Max laughed once more and took a step closer to the makeshift door, getting down on her knees to be more level with it. "Hm, how about 'My name is Chloe Price and I act all tough on the outside but really I'm a snuggly wuggly teddy bear?'" The guess is a complete joke, but she doesn't take it back either, laughing.

Chloe rolled her eyes, trying not to smile at that. "Oh, hardy har har. Keep being a smart ass and you won't get in, Caulfield." She pretended to look down at her wrist like there was a watch on it. "You're running out of time and chances. Might wanna hurry?"

Max scoffed. "As if you wouldn't let me in even if I didn't get the password, you ol' _sap_." She teased Chloe with her own words, laughing again. She only laughed harder when Chloe jokingly bared her teeth at her use of the word. "Okay, okay, I'm done teasing. Is it…" And with a sudden burst of realization, she looked up at Chloe, her pale blue eyes suddenly filling up with a mix of jumbled emotions. "' _Petalouda mas.'_ That's it, isn't it? Our butterfly."

Chloe noticed the emotions in Max's eyes start to build and a smile crossed her face when she knew she got it. When she said it out loud, she nodded and eased the door open for Max to come in, followed by her arms.

Max quickly surged forth into Chloe's open arms. This makes the bluenette collapse backwards, nearly disrupting the structure of the fort. Her own arms go around Chloe's neck and she kissed her once, twice, three times. After the third one she just looked her, grinning stupidly. "You've hit an all time low. That was your sappiest yet."

Chloe laughed with each kiss, Her hands went to her waist and squeezed lightly. The stupid grin is on her face again, her eyes sparkling with a childish but adoring light. "Oh, just you wait. I can do much worse." She picked her head up to kiss Max once more, much slower than the last few times.

Smiling into the soft, warm kiss, Max spoke between breaths. "Ooh, I'm so scared." She chuckled quietly, pressing close to Chloe for warmth as she broke away from the kiss again, smiling mischievously. "So do your worst."

"Well, I would, but we have food getting cold and a movie to cue up." Chloe winked teasingly. "Not to mention, I have a feeling we might get interrupted again." But she would be lying if she said she wouldn't keep going at that point no matter who walked in. As long as Max was okay with it. "But maybe after the movie… when I'm sure my mom is asleep…"

 _'This might actually happen…'_ Max thought. She blushed a little. Her smiled faltered for a second at this reality. But only a second. It's quickly returned as the comforting thought planted itself in her mind, repeating itself over and over. ' _It's with the one you're in love with.'_ Grinning wider, she pressed into her neck. "Okay, I can wait." She laughed and jokingly added, "I think."

Chloe laughed a bit at Max's eagerness. "Never thought someone would be so excited to sleep with me." She joked, her hand moving up and down Max's side. Though she was sort of lying, being reminded of her many flings she'd had. She told herself that she was going to want to take it slow with Max. That she wasn't anything like the other people she'd been with.

Chloe's hand left Max shivering in it's wake, a tiny contented sigh escaping her parted lips. "H-hey, no teasing." She forced a small joke and grinned, her cheeks burning crimson, pushing herself off of Chloe to rest a little ways away from her. She calmed her heavy beating heart.

"Trust me, you'll like my teasing." Chloe winked and laughed when Max shoved off of her. She sat up and moved forward to grab her laptop and pull the food toward them. She set the food between them and the laptop in front, bringing up a fresh webpage. "So what do you wanna watch?"

Max blushed even more, but she moved closer to Chloe when she brought to them the food and laptop, shifting into a much more comfortable position. "Hm, I dunno." She thought for a moment. "Why not just browse until we find one we like?"

"You got it." Chloe pulled up a site known as SolarMovie and bit her lip, scrolling down the page. "Let me know when you see one you wanna watch."

Max watched as a few went by, stopping Chloe when she saw one strikingly familiar one. ' _Blue is the Warmest Color.'_ "Oh, someone told me about that one once. It sounds good. Can we see it?"

Chloe raised an eyebrow and clicked on the link. Reading the synopsis, she scratched her head. "It's a French movie about two chicks. We're gonna need subtitles." She dropped her hand back to the track pad and looked at her. "If you're cool with subtitles. I'm in it for the girls." She gave Max a sly grin.

Max's face turned a little pink and she stared at the food, nodding a little as she was unable to look at Chloe without butterflies bursting in her stomach. Chloe smiled a bit and clicked the link. The player came up on screen and, after a few seconds, the movie is loaded and playing. She sat back and wrapped her arms around Max, pulling her close. "And so it begins."

Resting into her side, Max looked at the scenes playing out on screen. But she wasn't really focusing on the movie, only paying attention to how close and warm Chloe was while her heart raced. She gulped subconsciously. Chloe's hands rubbed her side and Chloe even planted a soft kiss to her head at one point. Each action caused another round of shivers in Max. It wasn't until eighteen minutes into the movie, where Chloe was somewhat nibbling on a cookie, that an unexpected scene occurred and Chloe sputtered out crumbs, taken completely off guard. She took in the dream sequence with slightly widened eyes and a raised eyebrow. "Well, ah, this just got interesting. How did we not check the rating on this?"

When Chloe spoke, Max was suddenly jerked back into the reality of things. And, looking at the screen, she felt her entire face and neck flame, immediately looking away from it. ' _Fuck.'_ She thought, biting her lip.

Chloe couldn't help but laugh at Max's reaction, and she just barely managed to tear her eyes away from the movie to look at her. In the faint light, she could see the rosy blush spreading across Max's skin and smirked. "Too much for you, Caulfield?" She debated for a moment whether or not to start teasing Max, but decided against it.

Max looked determinedly back at the screen, shaking her head firmly, but the blush doesn't recede on bit. She could slowly feel the heat burning up in her lower half, her breaths growing more strained by the second. As quick as the scene had started, it was over. Chloe laughed softly and gestured to the screen.

"See, look at that. It's done." She said. "You can relax now, alright?"

"Hush, you." Max retorted with a roll of her eyes. But the heat - in her cheeks, and beneath her waist - didn't go away. Her hands, which were clenched in fists, loosen in relief.

Chloe scoffed a third laugh and looked back at the screen. The next intimate scene that arose wasn't as interesting to her, having it been between the main girl and a guy. She didn't pay much attention to it, purposely losing interest for the time being. Once it passed, she was fully enthralled once more. Her arm tightened instinctively around Max. Max shivered with her arm pressing closer into her. Again, she wasn't paying much attention to the movie, focusing more intently on how Chloe's arms bracketed around her and sealed her in a wreathing warmth. She sighed softly.

Her sigh didn't go unnoticed. Chloe smiled softly and adjusted their positions so Max was seated in front of her, her legs stretching out past hers and her arms more comfortably fitting around her waist. She rested her cheek against her head, keeping her eyes on the screen as she linked her fingers together in front of the brunette.

Max squeaked quietly when Chloe shifted their positions, but she quickly relaxed when Chloe's arms were around her once again. Her heart was pounding faster than before; she thought she might burst. The movie drew on, the snacks dwindled in supply, but they both kept mild interest. They tried to balance focus on the movie and the other's presence at the same time. When the third scene came around, as sudden as the first one, Chloe laughed and shook her head. "If I'd known it was gonna be that kind of movie, I wouldn't of put it on." She said, leaning over to look at Max.

Max gulped. Her hand moved to Chloe's suddenly to look for a hold, and she grabbed on tightly. She didn't reply. She was biting her lip too hard, trying not to let a gasp escape. Chloe raised a brow at her reaction. Grinning, she knew to take the chance then. She leaned into Max, specifically her ear, and said, "Something wrong, Max?" She nuzzled into her lovingly, but her grin didn't change.

Max shivered at both actions. Her pulse was racing and her breathing was getting shallower by the second, and her cheeks weren't getting any better either. "N-no…"

"You don't seem too sure." Chloe took another chance and planted a kiss at the nape of Max's neck. Her arms held her closer into her as she left another kiss. With one eye open, she checked the time in the corner of the screen on the laptop. "You know… I think my mom might be asleep now…" She murmured with her lips still pressed against her skin.

Max moaned quietly. It could have passed for a sigh, maybe, had Chloe not of been right there next to her to be able to discern it as a moan. "And what… what did you have planned for us?" She rested further into Chloe subconsciously.

Chloe placed a gentle nip on her neck, smiling at her moan. She unlinked her hands and eased them under her shirt to flatten against her stomach. "Whatever you'll allow." She answered sincerely. Max shuddered again.

"Anything…" she said much too softly without thinking. But she repeated it, stronger. "Anything." She only said this because she knew Chloe wouldn't ask anything too demanding of her, but even so, she swallowed nervously.

"If I do anything you aren't okay with," Chloe said seriously, "Don't be afraid to tell me no. And I'll stop. Okay?" She kept her hands still for a moment, wanting it to be clear that she had no intentions of making Max do anything she didn't want to despite what she said.

Max gulped again and nodded. "Okay." She moved her hands to Chloe's to encourage the movement against, biting her lip a little.

The smile slowly returned to Chloe's lips when Max's hands found hers. She moved one hand up to her chest and squeezed gently, leaving a random pattern of kisses along the nape of her neck. Her other hand slowly curved in, scratching her nails along her skin. She moved to bite gently at the spot where Max's neck ended and shoulder began, knowing it would bring out some sort of response from her.

Max moaned quietly when Chloe's hand went to her chest, tilting her head to give her better access to her neck. And her nails sprung shivers into her from her fingertips, making her tremble despite the warmth emanating from Chloe. But when her teeth came to find that special spot, her eyes widen and she cried out softly. "Chloe!"

"Yes?" Chloe laughed a bit and did it again. She applied more pressure to her chest, attempting to roll her hips into her and wrapping her arm around her midriff to keep her in place. She teased the curve of her hip with her finger, sometimes dipping it under the hem of her jeans.

The strained cry came out of Max again. She grasped onto Chloe hard and dug her nails in, her moan tumbling out of her mouth without struggle. She arched her back when Chloe's finger dipped below her jeans, whimpering her name again. Chloe groaned, her jaw falling open at the tingling sensation that invaded her when Max's nail dug in. Tentatively she let her hand venture under her jeans to her most sensitive area over her underwear. Her finger grazed the already dampening area of the material and she pressed into Max. She continued to manipulate her breast gingerly. "Max…" She moaned out due to how Max felt against her. She bit her lip roughly.

Max moaned out breathily again, arching her back until her head was resting on her shoulder. Her eyes were shut tight in ecstasy and in her current pleasured state, her nails raked down Chloe's arm a bit roughly as her breathing intensified along with her moans. Chloe could feel her thoughts haze over with lust, but she kept it slow for Max. She moved her fingers in a slow circle in the general area that her clitoris should've been to her guess, pressing and moving up and down against her. She kissed that special area again, leaving a small bite after. She moved her other hand to slip under her bra. She couldn't help but gasp as she palmed her with gentle caresses and squeezes.

Max was squirming heavily now. Crying out at each of Chloe's ministrations, she could already feel the pleasure starting to grow unbearable. Every touch of Chloe's was intensified by the sheer sudden inclination of the pleasure pouring in and out of her. She pressed against Chloe and moaned her name desperately.

Chloe eventually took her hands from Max, but only to readjust their positions and lay Max back onto the floor. She situated herself over her and between her legs, staring down at her in lustful awe. Her breathing uneven and heart pounding in her ears, she lowered herself back down her Max and kissed her passionately, simultaneously gyrating her hips into hers tantalizingly slowly. She used one hand to push her shirt over her chest and gingerly dragged her nails down the center of her body. Max returned her kiss at first but eventually had to break away, moaning breathily through broken whimpers. Her head turned away from Chloe and she tried to catch her breath. Her heart was pounding so hard it actually hurt a little and she swallowed thickly before whining, "S-Stop teasing me!"

Chloe felt something hot and tingly build up within her at Max's moan and she laughed quietly when she turned away from her. She moved her hips harder into her. She leaned in close to her ear to whisper, "Impatient, I see. Not a fan of foreplay?" She brought her hand up to her chest and slipped it under her bra, biting her lip slightly when she felt her breast in her palm. She started with slow massages, watching Max to see how she reacted.

Max's eyes widened before she erupted in another chorus of watery moans and disjointed pleas. She writhed beneath Chloe's careful hand. "Please!" A small cry tumbled out of her mouth in her state of helplessness. She pulled Chloe impossibly closer to her, yearning to feel more of her. "I want…" Another cry rendered her unable to finish her sentence, this one a little louder than the last. She could feel how shaky her legs were and knew that had they of been standing up, she would have fallen a long time ago.

Chloe's heart beat incredibly faster and she couldn't find the effort to breathe properly. Utterly mesmerized by Max, she barely noticed her plea and only came crashing back into her body when she pulled her closer to her. She let out an unintentional moan when she was forced flush against her and she found her lips near Max's ear. Her hand kneaded into harder due to the shivers that traveled through her when Max's cry rang in her ear. She couldn't raise her voice above a whisper when she spoke, "What do you want, Max..?" She kissed under her ear, still keeping her hips moving against her. "Tell me…"

Rasping moans spilled from Max. Shudders moved down her spine from the way Chloe whispered in her ear. She bit her lip in the embarrassment and timidness that was clearly showing itself in the ruddy hue of her face. But she summoned every ounce of willpower she had and, with considerable thanks to the moans shoving themselves between the words, said softly, "I w-want… mm… I want you, Chloe…"

"You have me." Chloe didn't give a second thought to the words and she didn't want to take them back. Max couldn't help but smile weakly at the words. She wanted to pull her in and kiss her again, but she knew she was too feeble to do so. Chloe guided her hand from under Max's bra to the edge of her shirt bunched up over her chest and tugged lightly. She swallowed thickly and leaned over to try and catch her gaze. "M-may I?" She couldn't help the stutter, much too nervous about doing everything right with Max. She could feel a small blush rising in her cheeks.

When Chloe's hands found her shirt, Max did return her gaze and nodded silently, gulping nervously. She leaned up and helped Chloe pull the article of clothing off of her and blushed, harder than before if that was even possible.

A light, shaky laugh chuckled passed Chloe's lips. "I've seen you in your bra before, Max. Not even a few hours ago, I might add." She attempted a reassuring smile, hoping that her nervousness gathering in her didn't show. "I'm letting you set the pace, okay?" She kissed her lovingly, her lower half slowing for just a few moments to focus all her love and energy into the liplock.

Max nodded thankfully and returned her kiss with as much affection and passion as she gave her, but she couldn't ignore the burning embers of heat between her legs. At one point, she whimpered quietly by accident, turning even redder.

Chloe heard the whimper, obviously, and backed out of the kiss with a semi-worried expression. The red coloring Max's face made her eyebrows inch together. Though she could suspect the cause of the sound, she still asked, "Are you okay?"

Max nodded quietly and forced an assuring smile. "Just...um…" She gestured to that infamous spot between her legs with a nervous motion. Averting my gaze from Chloe in mortification, she bit her lip.

Chloe glanced down. Her eyes widened a bit in realization and she nodded. "Right, I thought so. Just… wanted to be sure, you know?" She retracted just a bit. "Do you, ah, want me your bra off or just… like, jump right into it?" She started stumbling over her words. "I mean, I don't mind taking it slow. That's what I want to do, but like I said, I want you to set the pace because I'm pretty sure you're still a virgin an- Unless you're not, I don't want to offend you or anything-"

Max laughed quietly at the clear nervousness in Chloe's voice. She placed a reassuring hand on her shoulder. "Chloe, slow down!" She chuckled, and Chloe's mouth instantly snapped shut at her request. "I am, uh, still a virgin. And I" - she smiled shyly here - "I do want you to be my first. And so…" She reached behind herself and carefully unclasped her bra, blushing as it fell down her arms to reveal her creamy white bosom, looking down at the floor as her face heated up even more. She tossed her bra somewhere off to the side and bit her lip again, swallowing timidly.

Chloe's heart was racing a mile a minute. She listened to Max intently, giving a short laugh of her own. When she saw where her hands were going, she bit her lip and averted her gaze for a second. It's not until she saw her toss her bra away that she looked back at her. In the light being cast from the laptop, she was able to take in her flushed skin and freckles dusted across her chest. She huffed a small laugh when she saw that, despite fading and growing less frequent, they reach her breast. Her eyes trailed upward until she found her face again and she reached up tentatively to touch her chin to tilt her head back up. "Fun fact… I've never been this nervous before."

Max tried to smiled back at her, but it's weak and anxious. "Y-yeah?" She chuckled dryly. "Same here." Despite this, she took one of Chloe's hands and raised it hesitantly to her chest, breathing quicker at the prospect of the feeling.

Chloe was taken back a bit by her forwardness, but she didn't argue. She gave her a gentle squeeze, running her thumb over her hardened peak. She tugged and rolled it tenderly between her fingers. She didn't miss Max's hitching breath and went in to kiss her deeply, a sensual passion building in the process. She parted her lips a bit, her breathing pattern matching hers. An extended moan is released from Max. She pressed close to Chloe and touched her lips with hers softly, eventually leaning closer to be able to kiss her fully. The burning fire between her legs worsens.

Eventually, Chloe mustered up the courage to travel down across her jaw and neck. Coming back to that special spot she gave her a playful nip before continuing on. She laid light kisses down the valley of her chest and, with a brief glance at Max, she moved over to one breast and flicked her tongue at her nipple once, twice, before drawing it between her lips and suckling lightly. Max moaned at each one of the actions played upon her, but when Chloe's mouth made it way to her breast she groaned and pulled her head closer to the area, tilting her head back. She panted softly. "Oh, Chloe…"

Chloe closed her eyes and let Max's voice fill her ears while her hand started work on her other breast. She swirled her tongue around her tip, moaning lowly. She took note of what she could tell Max enjoyed. Chloe pulled away from Max's pert nipple and bit softly at the flesh above it. She left a scatter of kisses along her mound, slowly making her way over to her opposing breast to give it the same treatment.

Max's moans morphed into pleasured cries, and she pressed her face into Chloe's hair while whimpering her name. The throbbing sensation forming at her core is growing unbearable, as was shown in her short cries, and she propelled her breast further into Chloe's mouth. "Ahh...please…"

Chloe picked her head up after a moment, her tongue flicking one last time at her peak before she glanced down at her pants. She looked at Max for confirmation while her hand went down to her jeans. She hooked a finger into her belt loops and pulled a bit. "Do you want to? Or should I..?"

Max looked down at Chloe and nodded once, reaching down to help Chloe unbutton and unzip her pants. She slid them off carefully and shiver at the sudden chill, and the way the cool air slid up against her heat through the fabric of her underwear. She whined quietly.

"It's okay. I'll take care of you." With a set jaw, Chloe allowed her hand to slink down between Max's legs over her underwear. She bit her lip when she could feel the dampened material and she could only imagine how wet she was under them. She applied pressure like she did before with moderately paced circles being drawn in the general area of her small nub.

Max leaned back and her head hit the floor, with her moaning loudly. "Aah… Ch-Che…" The nickname slipped out of her mouth without her being able to help it. She jerked her hips into Chloe's hand. She groaned roughly and writhed around in her burn for more pleasure.

Chloe gasped softly at Max squirming around under her. She moved her hand a minute later, letting it go snakelike into her underwear. The heat emanating from her core is increased on the inside, nothing compared to to how it felt through the suffocating clothing that was still hiding her more intimate parts from her. She kept her eyes trained on Max's face as she finally glided her fingers between her folds. She moaned gutturally at the sensation of her wetness coating her fingers. "Fuck…" she mumbled. She moved down to her entrance and pressed into her, the silent question clear.

Max moaned louder and nodded again, yearning for Chloe's finger to be inside of her. She silently voiced this need, blushing deeper, and bucked her hips once more against Chloe's hand.

Chloe worried her lower lip between her teeth and started with thrusting one finger into Max. Max's heat enveloping her made her groan and she ducked her head to nuzzle into her. She curved her finger against the roof of her innermost area, seeking out that spot that she wished would make Max say her name the way she did before. She bit softly at Max's flesh, her tongue occasionally making an appearance to soothe any pain.

When Chloe;s finger entered her, Max's eyes widened and she turned darker from the foreign feeling. She moaned. As soon as her finger made contact with her g-spot, she gasped and cried out - "Chloe!" - the sound dissipating into a long moan. She moved her hips so Chloe's fingers thrusted into the same spot again, shivers running up and down her spine.

Chloe's smiled a bit, knowing she'd found it, and tried to find it again. It took a couple tries but she located it and grazed her finger over it before adding pressure. She moved a little faster and harder with her tongue poking out in concentration. Max thrashed around, crying out louder and louder with each thrust Chloe gave. Her hands moved to tangle themselves in her hair, tugging on her blue locks a little roughly to pull Chloe closer.

Chloe added a second finger after a while, working hard to pleasure Max as much as she could. She wondered momentarily if Max would have any objections to her mouth being down there as well, the question of her taste worming its way into her thoughts. She licked her lips absently. With another thrust into Max, she spoke, "Max, do… Do you want me to..?" She didn't know how to word it properly and simply looked down at where her hand was working. "Uh… Shit…"

Max turned her gaze on Chloe, trying to focus on her. Had she of been in her normal state, she would probably of known what Chloe was asking her. But in her condition of arousal, she couldn't make basic connections. "W-what?"

"My, erm…" Chloe laughed awkwardly, breathlessly. "I don't really know how else to word it, so I'll just say it." She swallowed dryly and didn't try to meet Max's eyes yet. "Do you...want my tongue there? Like, _down there_?" She forced herself to look up at her here. There was a small blush spreading across her face.

As soon as the request registered, Max considered for only a moment. The prospect already had her back arching and she grit her teeth before sighing out, "Oh, god… yes please…"

Chloe couldn't help but laugh at Max's preceding reaction. She took her fingers from Max and grasped her underwear in her hands. She pulled them down to her ankles and gently eased her legs apart once they were all the way off. She placed herself so she was lined up with her lower lips. Exhaling softly, Chloe reached for her and hooked her hands under her knees to pull her closer. She took in Max's natural musk, a mix of jade blossom soap and arousal, the smell flooding her nostrils and making her heart skip a few times in her chest. She moved in and started prodding her tongue about Max's slit before she could second guess herself. As she thought, Max's excitement coated her tongue and made her moan unintentionally. She forced her tongue harder against her, desperate to taste more of her.

Max mewled loudly, the pleasure overwhelming her senses. Before she knew what she was doing, her hands were pressing Chloe's head closer to her entrance in need and she was gasping out her name every few seconds by then. "Chloe… ah..! Yes…"

Chloe's body rolled with a shudder caused by Max's sounds. She delved deeper into her thanks to her hands, the tip of her tongue wriggling along Max's entrance. She flattened her tongue out and dragged it lazily up, ending the action with a harsh lap against her nub that sent Max's mind reeling and leaving her throat raw with innocent moans and low cries. She eventually closed her lips over her clit and started suckling on it. She alternated between this and her tongue flicking and circling around it. She hummed softly, which sent mild vibrations through Max's heat.

Max's head pressed against the floor as her back arched deeply. She called Chloe's name lustily, thrashing around amateurishly. Thanks to this being her first time, her climax was already raging inside of her and ready to blow. Chloe penetrated her with the same two fingers as before, taking a few seconds to seek out that special sweet spot again. She could sense her own arousal gathering in the pits of her stomach, aided by the moans escaping Max. From the way her body moved, and how her breath caught and noises became more breathless and high pitched, she could tell Max was growing closer and closer to that infamous edge. She pounded into her and moved her tongue faster.

Even before she could register it, Max's orgasm rammed into her with indescribable force. Immense pleasure exploded in her abdomen and spread out like warm honey, showering her in this new wonderful feeling of bliss in bountiful amounts. She pressed Chloe closer to her heat in the last few seconds before sensitivity took hold, forcing her to fall limp and breathless.

Chloe assisted her in riding out her orgasm, enrapture by the way she writhed and cried out. The way her nails scratched against her scalp and she forced her closer and how her taste and scent increased when her precipice hit. It hit her hard and she felt something stirring inside of her. She lapped up what of Max's fluids that she could as she withdrew of her and left a few light kisses across her slit and waist, her eyes finding Max's satisfied expression as she traveled up.

As she caught her breath and words started flowing back into her head, Max sighed contentedly and looked down at Chloe. "T-Thanks…" She said quietly, the words barely a whisper. Her fingers loosened in Chloe's hair, but they don't leave.

Chloe smiled at her, mimicking the action of Max's hands and letting her own find her hair. "You're welcome…" She went up to kiss Max lightly before resting her forehead against hers.

Max's breathing began to slow along with her heartbeat. She sighed softly and closed her eyes, tiredness already setting in from her peak. She hugged Chloe close to her and breathed her in.

"I think you're the first girl I've known to grow so tired after one orgasm." Chloe teased, wrapping an arm around Max. She kissed her neck, but it quickly turned into her giving Max a fresh love bite by sucking, biting, and licking at her pulse. She backed away to admire her work and the bruising color made her smile a bit.

Max couldn't find the energy to reply, only laughing quietly. But when Chloe's lips found her neck she gasped, trying not to show how much that affected her. She buried her face into Chloe's shoulder.

Chloe's arm tightened around her for a second. "Do you wanna move to the bed?" She didn't fight the grin crossing her face. "Though I should've asked you that ten minutes ago."

Max tried to roll her eyes, but her blush gave away her position. "Sure. Let's." She sat up and stretched, moving to pull her clothes back on.

Chloe chuckled and moved with her, reclining back on her knees. She started to say to Max that she didn't have to get dressed, but she felt like that sounded creepier than she would intend, and so her mouth shut again. After she pulled on her clothes, Max stepped over to the bed, settling tiredly on one side of it. She waited patiently for Chloe to join her.

Chloe stood near the bed after demolishing what was left of their pillow fort and cleaning up what was left of their little picnic. She grabbed a couple pillows and a blanket. She tossed the pillows to the head of the bed and the blanket over Max's head with a small laugh as she moved towards her. She climbed onto the bed after and collapsed onto her back, turning over to watch Max with her arms outstretched.

Max squeaked in surprise as the blanket fell over her and tossed it off, laughing with Chloe as she turned on her side to look at her. "Jerk." Seeing how Chloe's hand was positioned, she took it with both of hers and rested it on her cheek. She smiled softly at her.

"But I'm your jerk." Chloe said with a grin. She pulled Max closer to her and kissed her chastely, moving their hands up so her fingers can brush against Max's hair. "I love you."

Shivers tumbled down Max's spine, springing from Chloe's fingertips. A rosy blush dusted along her cheeks again and her smile widened. "I love you, too." Her arms moved around Chloe to feel as much of her as possible, giving her another kiss of affection.

"Getting handsy, I see." Chloe joked with a wink. She let the warm, churning feeling in her stomach and chest filter into the kiss, playfully nipping at Max's lower lip with a short laugh.

Max's blush deepened and she gasped quietly as Chloe's teeth met her lip, unable to hold back the sound. She shut her eyes and exhaled with her arms tightening around Chloe.

Chloe released her after a few moments. One last small kiss and she turned her head away to yawn. "Jeez, I'm fucking beat." She looked at Max. "Want to borrow a set of Rachel's pajamas?"

Seeing Chloe yawn made Max follow suit and she sat up to rub her eyes. "Sure," she replied, her voice a little weighed down by sudden sleepiness.

"Come see if you can find anything." Chloe said, gesturing to her closet and getting up from her bed. She wandered over to it and opened it, moving a few things aside.

Max followed Chloe to the closet and surveyed the articles of clothing, picking out the first thing that looked like it would fit her. She wasn't picky. She thanked Chloe and moved off to the side to be able to pull her clothes off again and, even though Chloe had just given her an orgasm, she couldn't help but feel self-conscious again and blushed brightly. She pulled the pajamas on as fast as she could and moved back to the bed, yawning again.

Chloe kept her eyes respectfully trained on her closet. She hoped that it helped make the atmosphere less awkward as she grabbed a t-shirt. She stripped down to her underwear and threw the shirt on, unclasping her bra afterwards and slipping it out from under the shirt. She tossed it towards the dirty clothes. She looked down at her boxer clad lower half and bit her lip. "I, uh, hope you don't mind… I don't usually wear pajama pants to bed. But if it bothers you, I'll grab a pair…" She was rambling again, and it was clear that she was aware of it by the way she scratched her head awkwardly.

Max laughed nervously. Trying to keep her blush under control - which doesn't work as well as she had hoped - she shook her head. "No, it's cool. I don't mind."

Chloe nodded and got into the bed, getting under the covers with Max and pulling her close to her. A nervous smile has graced her lips, and it occurred to her that this was one of the few times she shared a bed with a girl she genuinely loved. She cuddled into Max and sighed tiredly.

Max pressed back into her and savored her warmth. Her breaths were already lengthening as her comfort grew, and that moment seemed as natural and perfect as anything. She smiled as she began to slip into a warm sleep. But inspiration arose in her thoughts and she tilted her head back a bit to look at Chloe with a proud smile. "I think I have a nickname for you."

"Oh, really?" Chloe said huskily. She opened an eye she didn't even realize had closed and returned Max's smile. "What is it?"

Max snuggled into Chloe's chest again, loving the way Chloe's arm instinctively wrapped around her protectively. She loved the position they were in and the way Chloe's warmth cradled her into drowsiness. She especially loved the way Chloe's faint smell of Axe, mint cigarettes, and weed brought ease to her thoughts. With a small laugh, before falling asleep, she said one word.

"Chlobear."

 **…**

 **And that's it for this chapter! This is the end to the main story, but have no fear! There is an epilogue coming! The epilogue will also hopefully contain more information about my projects in the works. I hope you all had a happy holiday and I wish you all safe travels in the new year!**

 **See you next year!**

 **CaptainVampireQueen awaaay!**


	14. Epilogue

**Hey, all! So, it took** ** _forever_** **, but at last the epilogue is done! I'm so glad I got to share this story with you all, and I'm thankful for my girlfriend who helped me finish it. I love you all so much!**

 **...**

 _ **~This side of paradise... (x4)~**_

Chloe was still asleep when morning came, just barely snoring softly with her arm still holding firmly on to Max. Her lips were slightly parted as she breathed out and she shifted her body a bit. She nuzzled further into Max.

Once the sunlight began to filter in through the American flag hanging over Chloe's window, Max's eyelids fluttered open. She smiled immediately upon seeing her sleeping face. Her hands moved to caress her cheek lovingly and she placed a small kiss on her nose. Chloe shook her head a bit, raising her hand to swat subconsciously at Max. She mumbled something and turned over. She pulled the pillow closer to her and resembled something that sounded like Max's name under her breath.

Max laughed softly and slung her arm around Chloe's middle to pull her close to her again, undeniably a little cold from natural morning chill. She rested her head against her shoulder and smiled.

"Mmmm..." Chloe hummed softly, stretching and yawning. She ran a hand over her face. Grumbling a bit, she turned over in Max's arms to face her. She squinted against the invading sunlight to focus on her face and smiled tiredly. "There's a sight I could get used to every morning..." She said, her voice still husky-like from sleep.

Max grinned up at her, the sunlight highlighting the blush on her face. "Not too bad yourself, Che." She teased softly.

Chloe chuckled and pulled her close to kiss her lovingly. "Good morning."

Max returned her kiss, smiling widely against her lips. "Good morning," She responded when she broke the kiss to breathe, her grin broadening at the sight of Chloe's face again.

"What time do you have to be at school?" Chloe asked. She glanced at the clock over Max's shoulder. It read six o'four. "I'll drive you. Maybe we can stop for breakfast on the way."

"If we're going to breakfast, we'll have to get up now." Max sighed tiredly and sat up slowly, stretching and blinking against the blinding sunlight.

Chloe sat up with her, wrapping her arms around her waist and leaning in to her. She left playfully light kisses across Max's neck and shoulder, laughing a bit. Max shuddered and closed her eyes, biting her lip to hold in the whimper that threatened to make itself known. She jokingly pushed Chloe away, laughing nervously.

Chloe's laughter strengthened in sound and she left another kiss on the crook of her neck before getting up from the bed. "Need another outfit?"

The shivered ran through Max again but she ignored them and slid off the bed, turning to Chloe. "That'd be nice. Thanks."

Chloe went to the closet and rifled through it, pulling out a pair of Rachel's jeans and a gray t-shirt, handing them over to Max. "Here, I'll try and find something long sleeve for you to wear over it."

Max took the clothes gratefully and moved off to the side to take off the pajamas and pull on the new outfit, her movements still slow and groggy from sleep. Chloe moved a few hangers aside until she came across a blue flannel of hers. She took it out and held it up, trying to imagine Max in it. With a smalls mile, she turned to her and held it out. "Uh, here. This is mine."

Max gave it a once over and grinned. "Thanks." She took it from her and slipped it on daintily. Somehow knowing it was Chloe's made her want to be careful with it; treasure it. She couldn't help but notice how her scent wreathed around her, grinning wider.

Chloe took her in, an awkward, shy smile crossing her face. "You should were my clothes more often." She said as she approached her and wrapped her arms around her waist. She nuzzled into her and sighed contentedly. "You look beautiful."

Max chuckled and wrapped her arms around Chloe as well, blushing slightly at the compliment. "T-thanks." She cursed herself for stuttering, which did nothing to aid the rosy tone of her cheeks. She buried her face into Chloe, laughing softly at herself.

Chloe held her that way for a little longer, smiling at Max's laughter and blush. She planted a kiss on her cheek and took a step back. "You're welcome to borrow an extra toothbrush in the bathroom if you want to brush your teeth while I get dressed. They're in one of the drawers." She grinned teasingly. "Or you could just stay here and enjoy the show."

Max blushed even brighter and laughed a little, turning away to hide the flare in her face. "I'll take a rain check, hm?" She joked nervously. She quickly exited the room and shuffled into the bathroom where she took out the toothbrush - which is where Chloe promised it was - and started brushing her teeth.

Chloe laughed as she watched her leave, but she felt a small pang of regret. Like maybe she shouldn't of made that joke. She tried to shake it of and went to her closet, grabbing her favorite skill tank top, torn and patched blue jeans, a darker blue flannel and her purple beanie. She doesn't take long to get dressed and took a seat on her bed, grabbing her phone to occupy herself.

When she was finished in the bathroom, Max stepped back inside Chloe's room and leaned against the door frame. She watched her for a few seconds, admiring how much her clothes accented her body and reflected her personality in general. How she chewed absently on her nail as she scrolled on her phone, or tapped out a random beat with her foot... Max's mouth twitched up in a smile. _You're such a hopeless romantic, Caulfield..._

"Ready to go?" she asked after a few moments longer.

Chloe looked up at the sound of Max's voice and grinned. She stood, tucking her phone away at the same time and grabbing her keys. "Let me just brush my teeth, too." She said with a small smile and slinked past Max into the bathroom.

"Don't take too long!" Max called and laughed, walking all the way into the room. She walked around and took in all the little things Chloe had scattered about her desk and floor, smiling at the random drawings scribbled out on notebook paper. Wandering over to the walls, she took in the graffiti painted on them. _I CAN'T SLEEP, Hole to another universe..._ Max laughed. _THINK LIKE A MAN, one day your life will flash before your eyes, I'd rather live a life of "oh wells" than a life of "what ifs"..._

"Me, too, Chlo..." Max said softly at the last one. "Me, too."

She heard footsteps behind her and turned, squealing in surprise as two arms went around her and hoisted her up over a shoulder. She laughed and weakly pounded her fists against Chloe's back, lightly kicking her legs. "H-hey, put me down!"

"Not a chance, lass!" Chloe said in her best pirate voice and tightened her grip. "Yer comin' with me!"

Chloe wheeled around and headed out of the room, Max giving up and slumping over with a grin still plastered on her face. She sighed as Chloe carefully descended the stairs toward the front door. "What are you doing, Cap'n Chloe?" she asked.

"I just captured the booty." Chloe said. Her hand slid down to Max's butt and slapped it playfully, making Max jerk and squeal with her face coloring a bright crimson.

Chloe set Max down once she got outside and Max shivered, the morning chill trying to settle under her clothes.

"Here," Chloe wrapped her arms around Max as she escorted her to the truck. She ducked her head to kiss her deeply, smiling against her lips. She held it or a good minute before pulling back ever so slightly. "Better?"

When they parted, the smile Max was wearing stretched widely across her lips. A warm, honey-like feeling settled deep into her stomach, blooming through her whole body and warming her to her core. "Much."

Chloe laughed softly. "Good. Now," She led Max around to the other side of the truck and opened the door for her. "Let's go get some breakfast."

* * *

When they pulled up to Blackwell, Max opened the passenger door and stepped out onto the sidewalk. She turned and smiled at Chloe. "Thanks for the ride, Che."

Chloe scoffed and shut off the truck, getting out. "Like hell, you're leaving me that easily. I hope you don't mind if I walk you to class." She came around and took her hand with a smile.

"Oh, how romantic." Max joked as she accepted Chloe's hand. "Of course, not. Let's go." She led Chloe up through the front doors of Blackwell, gliding through the hallways checking left and right inconspicuously. _So far, so good. No Victoria or any of her cronies. Let's just hope it stays that-_

"Oh, would you look at that!" Victoria said, coming up behind Chloe and Max, cackling evilly with Taylor and Courtney by her side, she already began her endless torment. "It's delinquent and the shy basic bitch - or should I say, the Dykes of the Pool." Another round of laughter erupted from her minions, and she stands there with her arms akimbo with a proud look shining on her face.

Chloe froze for a second and looked over her should, glaring at Victoria. "The fuck did you just say?" she said between her teeth.

A sense of dread filled Max to the core at Victoria's first uttered syllable that left her mouth, and her hand tightened around Chloe's. She turned to face Victoria. "Victoria, please-"

"Oh, you heard me." Victoria completely interrupted Max, her attention focused solely on Chloe. "And I bet by now the whole _school_ knows what you and Miss Selfie-Whore did in the pool. Right, girls?" Courtney and Taylor, as expected, giggled like idiots.

Chloe got up in Victoria's face, her teeth bared. "Listen here, _Barbie reject_ ," She spit. "I don't know how you know about that, and I don't give a flying fuck, but nothing happened in that goddamn pool that is any of your fucking concern. So mind your goddamn business and keep the fucking rumors to yourself. Got me?"

Max grabbed Chloe's arm and tugged her back a little. "Chloe, please..."

Victoria only cackled. "Yeah, call off your stupid guard dog, Max. She's out of control. That much is clear by everything she's done - the expulsion and the DUIs or whatever they were. Wouldn't be surprised if you had to bail her out of jail one day."

Chloe's had visibly flinched with the urge to knock Victoria in her face. It closed into a fist and she kept it clenched at her side. "Don't fucking talk about me like you know me."

Victoria laughed again, except it was lower and more menacing. "Oh, I _know_ you. Just like all of Arcadia Bay does. Everyone knows everyone's secrets. _You_ know that better than anyone, don't you, Chloe? Hm?"

Max's cheeks flushed with rage. "Victoria, shut _up!_ " She surprised herself with the fury in those words, but she didn't stop. "Do you even know how unfair you're being right now? Chloe did nothing to you, did she? So just shove off!" She gave a sharper tug on Chloe's arm, asking her to let it go.

"Oh, you wanna talk secrets?" Chloe said, ignoring Max. "How about when you tried to flirt with Jefferson in hopes that he would choose your picture in the contest? Didn't think anyone knew about _that_ , did you?" Chloe narrowed her eyes and regrettably took her arm from Max to give Victoria a proper stare down. "You're not as innocent as you fucking act, Chase. So you need to fall off your high horse before someone kicks you off of it."

Victoria's face turned undeniably crimson. "I-I have no fucking idea what you're talking about." She sputtered. "You talk about innocence, yet the closest you'll ever get to 'innocent' is dating this goddamn 'angel of a child' here." She gestured to Max, who shrunk back behind Chloe and looked to the floor. "Though it seems like even she blew that innocence cover when you two hooked up in the pool."

"Chloe, please..." Max said, looking up pleadingly at Chloe. "Come on..."

Chloe set her jaw and looked back at Max. Her heart clenching in her chest, she inhaled deeply and gave her attention back to Victoria. "You know, Victoria? You can talk all the bullshit you want about me. I couldn't care less." She poked Victoria square in her flat chest and her voice weighed with more anger. "But when you talk about Max, that's where you step the fuck out of line. Max with _always_ be a better person than you are. Than you will ever be. Because you are a bitter fucking person. I may be a delinquent, but I have someone that genuinely loves me. Can you say the same?"

Victoria gritted her teeth. There seemed to be nothing she could say. She opened her mouth, debated something, and closed it again, turning on her heels and gesturing in a fluid motions for her minions to follow her.

"Chloe..." Max said, breathing a sigh or relief.

Chloe sighed heavily and turned around to look at Max, a light blush on her face. She didn't really know what to say and looked at the floor. Her teeth caught her lower lip. "I, uh..."

Max took her hand again. She was a little afraid to meet Chloe's gaze, and the only thing that came out of her mouth was a quiet, "I'm sorry..."

Chloe looked up at her, utterly confused. "What are you apologizing for?" She pulled Max closer to her. "You did nothing wrong."

Max allowed herself to relax in Chloe's arms, but the remorse didn't leave her countenance. "But... But she was bullying you. Because you were with me. I'm sorry."

Chloe laughed softly. "Max, I don't care what that stale end piece of white bread has to say about me. I've heard worse from her before." She planted a kiss on her head. "I love you too much to give a damn what she thinks about us. She can suck my non-existent dick." She laughed again. "As long as I've got you, Max, I'm happy. This is my side of paradise."

Max couldn't help but smile at that, and she was about to respond when someone who sounded an awful lot like Victoria again yelled, "Get a room, you two! Or a pool!" which was followed by such raucous laughter that seemed to be chorused throughout the whole school. Max blushed furiously and pulled Chloe away from the vicinity, and further onto the course of her class, though she still looked up at Chloe shyly. "I love you, Chloe."

"I love you, too, Max." Chloe grinned at the shy look on Max's face as they continued to her class.

As they approach Max's class, she turned to Chloe and gave her a small kiss on her cheek with a smile. "Thanks for walking me here. And for enduring that torment from Miss Universe." She joked dryly, giving Chloe's had a squeeze.

"Anything for you." Chloe grinned and went in to kiss Max's forehead.

Rachel was coming up the hall by that point, and smiled when she saw the two of them in front of the classroom. She walked up to them and smiled wider. "Hey, you two. I see you're still going strong." She looked at Max with a knowing smile. "Noticed you didn't return to the dorms last night."

Max blushed a little at Rachel's words, the insinuation clear. "You noticed correctly..." - was all she could say, the embarrassment flooding into her.

Rachel chuckled and stepped past them, giving a small wink as she did so. "Don't be too long. I saw Jefferson on his way here." And she left to go to her seat.

Upon hearing Jefferson's name, Chloe's expression fell into a sad smile." Guess I'll see you soon, yeah?" Her eyes sparkled a bit and she absently swung her and Max's arms.

"Definitely. Hey," Max said gently. Her hand came up to caress her cheek lovingly and she gave her a reassuring smile. "Don't look so sad. I'll be back before you know it."

"I know, but... Just gonna miss you, is all." Chloe kissed Max, resting her hand on her waist and pulling her lower half closer to her. When they parted, she shook her head and smiled. "You turned me into a real sap, you know that?"

"You act as if I'm going to war or something." Max laughed, returning the kiss. "Well, you know. School, war. Pretty much the same thing." She joked. "Kidding. You stay out of trouble while I'm gone, hm?"

Chloe laughed again. "Yeah, sure. I promise." She took her hand from Max's and started walking backwards down the hall, still smiling at her. "Text me when you're out, okay?"

"Of course." Max gave Chloe another smile and wave before stepping into the classroom, unable to wipe the immovable grin from her face.

* * *

 **And that is all for this story! I hope you guys enjoyed, it was such a pleasure to write and share with you all! Again, I apologize for taking so long to finish the epilogue! I am working on a new story that I hope to have out sometime soon, so keep an eye out for it!**

 **CaptainVampireKing (I changed my name because HEY, I figured out my identity!) awaaaay!**


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